The Eclipse
by The One who Rose
Summary: IN the land of Equestria a Prince is born, but this Prince's life is not all silver spoons and crowns, follow Prince Calliso on the path of his life full of trials and turns.
1. Chapter 1

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The Eclipse

By The One who Rose.

Prologue

All of Canterlot was abuzz with excitement and celebration. All throughout the town there could be hear excited whispers among all of the ponies present.

"The Prince is born! The Prince is born! The son of Luna!" many from near and far came to witness the colt when he was first revealed to the world, Fancy Pants himself, the father of the young prince, stood outside of the chamber where his son was being born, protecting him and assuring any who came to see him that everything was alright, that Luna was in the best of hands.

Then came Princess Celestia, whom approached the father of her nephew in a manner of slight excitement, still containing her royal strictness.

"Fancy" she acknowledged him and he bowed low opening the door to the Princess. When Celestia entered the room she saw the young colt that her sister had just given birth to. His baby blue fur and black mane were slightly fluffed up from where the doctors had cleaned him with a towel. His eyes were closed as he leant against his mother, his head tucked under her leg.

Celestia stopped a foot from the stable, a few from her sister's side "Well, Luna, this is your child, yes?" Almost in response the small colt opened his eyes and raised his head, his bright blue eyes shining with innocence and comfort. Luna smiled at her sister.

"Well of course it is" Luna leant down and nudged the little colt forward, he looked up at Celestia. The Princess smiled down at her nephew.

"What is his name?"

"Callisto, the moon" Callisto scooted back toward his mother and cuddled up to her, Luna smiled down at her son and Celestia nodded.  
"He is quiet nice, would you like to present him now?"

"I would love to" Luna nuzzled her son and he slowly stood, wobbling on his little legs. Luna nudged him forward and they began to walk forward together, Luna smiling down at Callisto as they walked, Callisto looking up at his mother as they walked, observing her walk and replicating it as best as he could on his wobbly legs.

The Prince was walking well until he lost his footing and fell forward, hitting the ground, he began to cry before Luna helped him back to his feet, nuzzling him gently.

"Shhh, you're okay sweetie, you're okay" Callisto looked up at Luna and she noticed the small horn that had been revealed when his mane had parted. Luna quickly adjusted her son's mane and they continued to walk, Fancy Pants was already standing outside when they arrived, and when Fancy saw his son his eyes filled with love.

Fancy smiled and announced to the crowd that had gathered.

"Now presenting, the Prince of Equestria!" Luna smiled and nudged her son forward to where he stood in front of his father and mother, though Celestia suddenly got a look of anger on her face.

"Stop!" Celestia walked forward and glared down at Callisto who looked up at her with a scared look. Celestia moved his mane to reveal his small horn, his wings were clear against his sides. The crowd was silent in shock.

"A male Alicorn!" Celestia exclaimed loudly and then glared at Luna

"He cannot stay here" Celestia told Luna, whom replied in a whisper,

"Please sister just let him stay, we will not teach him to use his magic, just please don't hurt him, look at how innocent your nephew is" Celestia looked down at her nephew, who was in return looking up at her with a look of fright.

Celestia sighed as she looked down at nephew, she closed her eyes and shook her head slowly.

"Okay Luna, he can stay, but if he does anything wrong or anything that harms Equestria then he will be taken and banished from here" Callisto walked over to his mother and stood between her legs.

"I understand" Luna replied to her sister and Celestia nodded before walking away. Luna led her son back into the castle and Fancy Pants followed.

"A male Alicorn, Luna you know the rule about male Alicorns in the Solar Empire" Luna sighed and looked down at her baby, who was looking up at her with a confused look. Luna leant down and kissed his head before replying to Fancy.

"Yes, I know about male Alicorns, they are sentenced to death in the Solar Empire" Luna replied to Fancy who was looking very nervous indeed.

"Well, maybe we should clip his wings, make him not an Alicorn anymoe"

"You want to kill your own son slower than my sister would"  
"No Luna, it's not that"

"Then tell me Fancy, what is it"

"I don't want to be blamed and put to death too!"

Luna was stunned by what Fancy had said, and this was written clearly across her face. Fancy looked down then back up at Luna before walking away, his tail swaying slowly behind him. Luna leant down and nuzzled her son gently, affectionately.

"Don't worry sweetie, mommy won't let anyone ever hurt you, I promise" Callisto leant against his mother after giving her his attention while she said this, his bright eyes slowly being covered as he began to doze off. Luna nudged her son forward so she could at least get him to his room before he fell asleep. Callisto jolted out of his doze and slowly walked forward, and when they reached his room Callisto lay down, resting his head on his hooves. Luna retrieved a blanket and gently draped it over her son with a sweet caring smile on her face, her eyes filled with the deepest love for her son.

The birth of the Prince marked the beginning of something new in Equestria, but no one would know this for many years.

Chapter 1 Six Years Later

Callisto played outside in Canterlot, frolicking in the meadows with the royal children. Callisto had grown considerably in six years, nearly full size he was almost as big as his father. On this particular day it was Callisto's sixth birthday, and he was enjoying having some fun before his father called him in for the party. Luna was watching her son from a hilltop while relaxing, she always worried about him after what Celestia had said about him, when her sister had threatened her son.

Luna sighed when that thought came to her mind, just like any mother she wanted to protect her son as best as she could, but his home was Equestria, if she took him away, to the moon or some other place, it would break his heart.

Luna sighed and then she heard Fancy call to Callisto from the house that his son and he shared.

"Callisto! Come in son, it's almost time for your party!" Callisto turned with a happy smile and galloped over to his father who smiled as Callisto entered the house. Luna slowly stood and walked into the house, smiling at Fancy as she did so, he returned her smile and Luna sat down next to her son and kissed him on the head.

"Happy birthday sweet baby" Luna whispered to Callisto who looked up at her with his bright blue eyes, full of intelligence and innocence. Callisto leant against his mother looking down then back up at her.

"You're going to stay, right mom?" Luna smiled down at her son and leant her head against his, their horns crossing.

"Of course sweetie, nothing means more to me than your birthday, it was the best day of my life, the day you came into this world and made my life so much different" Callisto raised a brow and Luna smiled down at her son.

"You made my life different but you made it so much better sweetie, having you around and in my life has made this so much better, if you weren't here now I don't know what I would have done with my life" Callisto smiled at her and said plainly.

"You would keep ruling the night of Equestria mom, just like you always have" Luna smiled down at him and whispered.

"Sure, I could have kept doing that, but think about how long I've been doing that, and then I have you and my life becomes interesting, when my sister begins to rise with the sun I am excited because I know I get to come home, I get to come and see you as you wake up and I get to spend time with you, I have somebody to love outside of being the controller of the night. I have a reason to live"

Callisto smiled at his mother and Fancy Pants smiled at his son as he did so. Callisto leaned back on his haunches and looked up at his mother.

"So, do I get presents?" Luna smiled down at her son and with a kind gentle laugh she replied.

"Well of course honey, you've always gotten presents haven't you?" Callisto nodded slowly and smiled.

"I'm excited" he replied and Luna chuckled.

"I can tell" she replied and grinned.

"Fancy, would you mind giving him his presents?" Fancy Pants nodded and set his son's presents on the table in front of him as Celestia entered with two members of her royal guard behind her. Luna raised a brow as Celestia set down the present she had in her mouth on the table and nudged it toward Callisto.

"Happy birthday nephew" she said plainly and looked over at her sister.

"Luna, may I speak to you" the Princess asked and Luna glanced at her son who looked up at her with a confused look.

"Uh, sure, I'll meet you out there" Luna replied to Celestia, who nodded and walked out of the cottage. Luna sighed and stood up muttering to herself.

"This is going to be interesting" she thought and exited the cottage, leaving her young son sitting there with his father and his presents.

Celestia stood outside, looking up at the sun as she stood there, she glanced back at her sister and sighed softly.

"Luna, we need to talk about your son, and this is serious, there is a big problem" Luna raised a brow and retorted.

"Well let me guess, you're still angry that I gave birth to an alicorn, as if I could control it"  
Celestia rolled her eyes and turned to her sister.

"I don't care that it is you that gave birth to him, if anyone had given birth to a male Alicorn I would have said something, and you know the rule, male alicorns have to die at age sixteen if not before then" Luna sighed and nodded, and then Celestia continued.

"Why out of all of the children you've had before is Callisto so special to you, why is it that you are attached to him so much that you would not let him go, not let him die."

Luna looked down at the ground and then back up at her sister. "Because I knew from the very moment that I figured out I was pregnant that he was special, I just wanted to love him and protect him as long as I can, and then you….you spared him" Celestia sighed and looked up at Luna.

"I did, and you've had six years with your son" Luna stepped forward.

"And I look forward to having six more, Celestia please don't take him away from me" Celestia approached Luna, her bright eyes meeting her sister's own dark ones.

"Luna, Callisto has magic that he may not be able to contain, look if something happens to him and he releases it he could seriously harm somebody, and I don't want that. Luna I care for my nephew…and I don't want to see him die, but I can't be sure that you aren't teaching him to use his alicorn magic, and if you are something could happen, Luna he is trouble for the entire kingdom, and if he does something terrible he could kill every single one of us."

Luna stood up tall, squaring herself, getting a determined look in her eye.

"He will not harm anybody sister, I know this to be true of my son, he is as gentle as a lamb and would never hurt a soul, not even an insect, sister he cares for everything in this land just as you do, just as I do" Celestia sighed and whispered.

"Luna, we cannot let him live so long that he knows what is coming, at the age of sixteen he will have earned his mark, he will most likely know how to use his magic, he could rebel, fight against us, fight against what's happening to him, Luna someone with that much power could kill us both, Alicorns can kill other Alicorns" Luna frowned at her sister.

"Celestia, I know that, I know the rule of what happens, and I know what an Alicorn can do to others like them, I know that if Callisto turns dark he could kill us, but he loves us both dearly, and if I know anything I know that love can conquer darkness, you know this as well do you not sister"

Celestia looked back at the cottage where her young nephew was sitting, waiting for his mother to return, spending time with his father, living life.

"I know Luna….I know that darkness can be vanquished by love, but what if it becomes too powerful for him?" Luna sighed and rubbed her hooves against her head, thinking, trying to find a way to completely convince Celestia that Callisto would never harm Equestria or the both of them.

"Sister, I won't let him be overpowered by darkness, and if it seems he is beginning to be overpowered then I swear I will do what is right."

"You would kill your own son, you would do this for the wellbeing of Equestria?"

"I will not kill my son sister, but I will bring him to the light, make sure he does not stray from the path that you walk, the one that I walk with you now, you understand that I love you dearly, though not as much as I love my son, I won't ever kill him" Celestia nodded.

"Well, I suppose that I thought as much, killing a child is terrible, and doing so would cause you great grief, especially since you and your son have been together and you have been caring for him over the last six years" Luna nodded in agreement and Celestia did so as well.

"Okay sister, I believe you have made your point, let us go back inside and celebrate the birth of your son, it will be magnificent, let us forget about this and just enjoy living life with Callisto" Luna smiled and nodded before they both walked back toward the cottage.

Luna opened the door and found her son hopping around between the royal guards, looking up at them and asking questions in quick gibberish, though the guards seemed to be attempting to answer his questions as quick as Callisto could ask them.

Luna laughed softly and leant down to her son's height, she noticed out of the corner of her eye that Fancy was not paying attention, Luna rolled her eyes and said to Callisto.

"Callisto, would you like to open your presents?" Callisto looked up when he realized his mother was watching. Callisto bounded over to his mother and hugged her around her legs. Callisto smiled up at his mother.

"Can I open them down here?" Luna smiled down at her son and moved the presents onto the floor.

"Of course you can" Callisto sat back on his haunches with a smile and slowly opened his first present, which was Celestia's. Callisto peeled the wrapping paper back and smiled as he saw a thick book there with "A Complete Set of Stories for Colts and Phillies" Callisto bounced up and down excitedly.

"Mom can we read this later?" he asked with excitement looking toward Luna, who replied with a smile on her face.

"Of course sweetie" Luna kissed Callisto's head and then nudged her and Fancy's present toward him. Callisto tore open the present and grinned when he saw a set of flying goggles, he looked up at his mother with a grin.

"Does this mean?" Luna nodded.

"I'm going to teach you how to fly" Callisto grinned and reached up to hug his mother, who returned the hug happily, he then hugged his aunt who smiled down at him.

"Oh, and nephew, I'd like you to see this" Celestia said walking Callisto over to the front door and opening it. Outside Applejack, Twilight Sparkle, Rainbow Dash, Rarity, Pinkie Pie, and Fluttershy along with others were all outside. Pinkie Pie grinned and bounded up to Callisto, bowing low to him and then looking up at him.

"Happy birthday Prince Callisto!" she exclaimed and hugged Callisto tight. Rainbow Dash rolled her eyes and pulled Pinkie off of Callisto. She smiled slightly and bowed her head to Callisto.

"My apologies Prince Callisto, she gets excited when there's a party" Callisto rubbed his neck where Pinkie Pie had her arms around him.

"Well um, I'm glad she is" he said and Applejack trotted over and bowed to Callisto.

"Come along with me Prince Callisto, you must be hungry" Applejack said as she led him off into the party, Luna watched with a slight smile on her face and Fancy came up beside her and put an arm around her.

"Well, being his parent sure is going to be interesting. Yeah?" Luna smiled at Fancy and nodded in agreement.

"It sure will be."

Chapter 2 Six Years Later

Callisto walked around inside of the library of the Solar Empire, unknown to him Callisto only had four years left in Equestria, even though he idnt know this he still made the most out of his life.

Callisto approached a stack of books and pulled the top one down to examine it before he sat down and began to read. Most people in Equestria knew that if you wanted to find the Prince the library was the place to look. Callisto spent almost every day there, and then every night in the forest when he wasn't sleeping as he tried to improve his flight.

Callisto combed through the words of the book, absorbing every one of them, savoring it and turning it over and over in his head as though he were trying to imprint the word on his mind forever. For every word he saw, for every scent of an aging book that wafted up to him, for every time he heard himself flip the page, felt the coarse paper on his hooves, he could almost feel his intelligence growing, expanding inside his mind and giving him so much more knowledge, but Callisto always wanted more.

Callisto gained the most knowledge when he was going around the library on an early winter day, escaping the cold and the snow in the depths of the library, he pulled a book off of the shelf and read the title. "The Complete Constitution of the Solar Empire" Callisto raise a brow before sitting down all the books he had been carrying and opening up this book that contained in their pages the rules and operations of Equestria's ruling empire. Callisto wondered what could be contained in this book, what truth and what knowledge, wht could he learn? What would he see when he opened this thick volume bound in the coarsest leather?

Callisto carried the book over to one of the tables at the end of the aisle he had been walking in and set it down on the table. The young alicorn opened the book slowly to see that the first page was a stamp, a stamp of his aunt in front of a blazing son, below the stamp was written "Solar Empire of Equestria" Callisto turned the page and found the table of contents, detailing all the different rules and operations, how things were to be run and how things were to be done.

Callisto read through the Constitution slowly, finding first the article that protected the right of Princess Celestia to right and enforce laws. The second article detailed Celestia's right as a ruler, and then the third protected Celestia's power as a judge of the kingdom, being the only one in the kingdom who is allowed to sentence someone to death. Callisto looked at the last word and wondered why it was there, he couldn't see his aunt killing anybody….not even hurting somebody being how she was, so nice and caring.

Callisto flipped the page of the book and found that the next part of the Constitution protected the right of the people, there were the important ten listed in this order.

1. Every Pony has the right to speak freely while not in the presence of a Royal.

2. Every Pony may use his or her magic in defense of his or her self if it is truly necessary to their survival.

3. Every Pony has the right to turn away a royal guard of the Princess in a time of peace.

4. No Pony will be searched without reason, and the same shall not be done so excessively.

5. Every Pony shall be given a trial by the Princess if a crime if committed.

6. The Princess shall give trials at all times unless she is partial to the accused.

7. No Pony shall be punished in a cruel way, such as torture.

8. The power of the people, if in majority, can bring a case once again to the Princess to be judged again.

9. No Pony shall be treated unfairly in trial or in the royal palace due to their family.

10. No Pony shall be treated unfairly in trial or in the royal palace due to their race.

Callisto smiled to himself, the rights weren't badly written, and at least Celestia gave her people those, some emperors could be so much crueler.

Callisto's thoughts of Celestia's kindness began to fade as he turned through the book, not much until he found one page that him hard. It was titled.

Male Alicorns, a threat that must be destroyed.

Now, Callisto wasn't much when it comes to knowing what all the Ponies he meets are, but he knows what he is, a male Alicorn. Callisto read the article slowly, it went a bit like this.

"All ye who see this, let it be known that on the fifteenth day of winter in the nine hundredth year after the banishment of Luna. Princess of the night, Princess Celestia of the Solar Empire decreed as such.

"There shall be no alicorns in this world besides myself, I realize now that the power of my kind is too much for some to handle, and too much still for an alicorn to be raised without a proper Alicorn parent to teach them how to control their magic and their powers. And seeing this I say that effective immediately all male Alicorns shall be executed while the females shall be bought to me. And from here on if a male alicorn is ever allowed to survive his birth and beginning years of his life he shall be executed on the first day of his sixteenth year"

Callisto was stunned by the words that he had just read, his own aunt had ordered his execution before he was even born. How many others had been born like him, how many other male ALicorns had been born, and why was it that he was the one who was allowed to live? Why didn't Celestia spare any other of the male alicorns.

The true realization hit Callisto hard, he realized that the only reason he was still alive was because his mother had begged for his life. He could see it, Celestia finding that her nephew was an alicorn and about to order his execution before Luna pleaded with Celestia to let him live, that Luna would protect him. Callisto began to mentally break down when he realized he only had a few years left, four short years and then Celestia would order his execution no matter what.

"Well, maybe she won't….maybe she'll let you live, I mean you are her nephew" a small voice said inside of his head. Callisto looked down and muttered to himself as he backed away from the Constitution, his thoughts racing, frantically searching for something to give an explanation to why he was still alive…and to find a way to convince Celestia to spare him. Celestia, his aunt, she had to spare him, she loved him, didn't she?

Callisto sat down and put his front hooves against his head as slow tears began to stream down his cheeks. Just like any child, he didn't want to die. He thought he could live forever. Callisto looked around to make sure Celestia wasn't near, as she could often be.

"Why…why did she spare me, will she do it again?" he whispered as he closed his eyes as an attempt to stop his tears.

Callisto looked up when he heard someone enter the library, and then he heard his mother's soft voice call to him.

"Callisto? Callisto?" she called and he stood up and ran through the library until he found his mother, throwing himself at her and sobbing into her chest when she held him. Luna looked down at her son with a deeply concerned look.

"What's wrong?" Luna asked gently caressing her son's mane. Callisto looked up at his mother with slight tears in his eyes still, which he quickly wiped away to be spared the embarrassment of crying in front of his mother.

"I found the Constitution of the Empire….why didn't you tell me I was going to be executed in four years?" Luna continued to look down at her son before she closed her eyes and sighed.

"Callisto…I didn't want you to only care about that for the rest of your life, and just think, your Aunt spared you when you were younger….maybe she'll do it again" Callisto shook his head and looked back down at the floor.

"I don't want to die" He whimpered and Luna pulled him tight to her, shushing him as she did.

"You won't" she said in a determined voice and Callisto looked up at her with a look in his eyes that asked her how she would do this.

"Celestia will listen to me, I made her a promise and I kept it, if she breaks her bargain then there will be nothing short of a riot"

"Over my death…" Callisto replied and Luna sighed, patting her son gently on the back.

"Trust me Callisto, you're going to be alright, I swear this to you, that I will not let you die" Callisto sighed and nodded as his mother patted his back gently.

"Alright, now let's go home, your father wanted to talk to you"

"Alright mom" Callisto walked out of the library with his mother. He kept his head hung low, as though he were afraid of anyone seeing his horn, of knowing what he was, though he already knew that every pony in Equestria knew what he was, ever since Celestia had announced it so loudly at his birth.

"Can I fly home mother?" Luna smiled at her son and grinned, always happy to see her son fly.

"Of course, go right ahead" Callisto grinned and ran forward before taking off into the air, unfurling his wings and rising high into the sky, his eyes closed tight.

Callisto flew through the air, the wind whipping through his mane, Callisto smiled to himself, no matter how bad things go there was no way that anything could ruin the time when he was in the air, when he could fly free and be happy as thoughts flowed through his mind, as he felt everything go rushing by him in a blur, knowing that at this time that nobody could harm him.

Callisto grinned as he saw his father's house come into view. Callisto slowly descended into the yard, tapping his feet on the ground slowly to make sure he had his footing back. Callisto then walked into the house and smiled at his father, who was reading a book at the table in the living room.

"Hey son" he said with a smile and Callisto sat down across from his dad with a smile.

"Hey dad" he replied. Callisto and Fancy faded into conversation for the rest of the evening.

Chapter 3

Callisto walked downstairs, it had been two years, two long years since he had discovered that he would die when he was sixteen, though he had worried for the past two years and not told anybody but his mother, Callisto felt it was time to turn to his father for answers about his fate.

Callisto walked around the house, looking for his father until he finally found Fancy sitting in the parlor of the house, paging through a book with a smile on his face, seeming to enjoy the book that he had laid in front of him. Callisto walked up to his dad and tapped him on the shoulder with his hoof. Fancy jumped a bit before turning around and smiling at his son.

"Callisto, son, how are you?" Fancy asked as he closed the book he ha been reading and leant back. Callisto looked down at the ground and sighed in worry before answering his father with a look of wonder.

"Well dad, uh, I read something a while ago….and I need to ask you about it" Fancy smiled and crossed his front legs over his chest, pleased that his son finally came to him to ask about something rather than going to Luna, who had grown distant lately.

"I read the Constituion of the Solar Empire" Fancy's eyes instantly widened to become the size of saucers, he knew what his son had read, and he knew what his son wanted to talk about.

"Son, whatever you read I can tell you that it's not true"

"It said that I was going to die in two years dad. It said when I turn sixteen I am going to die."  
"Male Alircorns son, it only said male Alicorns"

"I AM a male Alicorn dad!" Callisto showed his horn to his father, the horn had grown larger in the past few years, becoming more than twice the size of his old horn. Callisto spread his wings to display to his father as well, glaring at him.

"Wings and a horn, that's an Alicorn right? Or am I something completely different, is my magic a fraud, is my flight a fluke? Why can't you recognize what I am, why can't you see what's going to happen to me, why won't you help!" Callisto said this all quickly and was left panting softly after he said this all, Fancy sighed and put an arm around his son.

"Son….I'm sorry, I can't imagine how this must feel, and I'm sorry that I haven't talked to you about it…..but I can't help you" Fancy whispered to his son before patting him on the back.

"Why can't you help me dad, why won't you tell me how to make it easier to survive this, why can't you tell me how to try and convince Celestia that I deserve a chance at life!" Fancy looked down at his son with a fond look in his eyes, seeing his own son's eyes begin to fill with tears, Fancy felt his doing the same.  
"Son….for the past years your mother and I have continually attempted to convince Celestia that you deserve a chance, trust me we have, but Celestia is afraid of your power, she is afraid that if you are allowed to live past the age of sixteen, when your power will become fully revealed to you, that you will kill her and take over the empire. Celestia also fears that if your magic turns you evil that you will kill your mother and even the rest of Equestria, Celestia thinks you will destroy our home"

"I would never destroy Equestria! This is my home, this is where I live, this is where you and mom are, hurting you or any of my friends would kill me, if I knew that I had hurt either of you I would never be able to come back, I would never be able to forgive myself. Dad can't I just explain that to Aunt Celestia, can't I explain how much I care for you and her and mom and everyone else in Equestria? Wouldn't that be enough? I mean….that would have to be enough, wouldn't it?" Fancy sighed as he saw tears begin to streak their way down his son's cheeks, and he understood, nobody wanted to die, especially at such a young age.

"Son….you may not ever hurt Equestria, you may even refuse the thought, but there is always that one variable, if you turn dark, if the magic overpowers you and turns you evil you won't be able to control your actions, the magic will control everything you say do and think. You could kill the people you love the most without wanting to" Callisto shook his head, his tears falling from his face.

"I refuse to! I refuse to ever turn dark! I refuse to hurt anybody!" Fancy pulled his son into a gentle hug, Callisto cried against his father's chest Fancy sighed and whispered to his son.

"I'm sorry about what I said my dear son, but keep hope…look bright to the future and look for the light at the end of the tunnel, look for the one thing that keeps you positive in this life, the one thing that keeps you grounded o your emotion when you need it the most. Who keeps you in this world, what keeps you grounded my dear son?"

"Celestia" Callisto replied quickly and Fancy raised a brow.

"Celestia keeps you grounded, keeps you positive?" Callisto nodded before adding.

"Well uh….her and Princess Cadence" Fancy nodded slowly.

"I understand how Cadence would do so, considering how long she has cared for you" Callisto nodded in reply and Fancy smiled down at his son with a slight nod.

"Son, I know all of this is terrible, and I know, I know that you probably would have felt better if you had spoken to your mother about it first, but I must say I am grateful that you came to me for answers and for consultation, you must understand, I love you son, I hope you know that" Fancy smiled and Callisto looked up at his father, Fancy wiped away his son's tears and Callisto whispered.

"Dad, I know you love me, and I'm sorry that I go to mom so much for answers, but you're so busy….I love you too dad" Fancy smiled and patted his son on the back.

"I hope I've cleared some things up for you son….would you like to take walk in the woods to clear your mind?" Callisto raised a brow as Fancy mentioned walking in the forest, Callisto couldn't imagine his father anywhere but in a fashion studio, or maybe in their house…or anywhere else, just not in the forest.

"Uh…are you sure Dad?" Fancy smiled down at Callisto.

"Oh, I may be a man of high fashion and dignity, but that doesn't mean I won't take a walk in the woods with my son"

"Oh….well uh, if you're really okay with going into the woods I would love to take a walk with you dad" Fancy smiled and stood up with his son.

"Then let us go, yes?" Fancy asked before opening the door and walking out of the house. Callisto was hesitant at his father's enthusiasm but then decided just to enjoy it before his dad went back to being all stuck up an with his mane in a knot.

Callisto walked out of the house and joined his father before they began to walk toward the forest, Fancy commenting on little details of beauty as they passed the trees in the woods, how the leaves were just beginning to change color, bathing the forest in a spectrum of different light made by the sunlight filtering through the leaves.

Callisto smiled at his dad's vivid description of the forest, of all the colors and the light and the texture and it all. Callisto searched to see the detail for himself, but he couldn't seem to do so, he realized that his father just had the talent for paying attention to detail, to know what a certain shade of a color was exactly, what a certain texture could be compared to.

Callisto began to realize that life was not only about the big things that happened, but everything that mattered in the picture. The details that made up the picture of someone's life were what mattered, sure everyone would see the big picture, the label that the person bore for their life, what they were, what they knew, what they were strong and weak with. The true judge of a person's life though was the details, what the person did with what they had. If a pony wasn't that very smart but saved somebody people would see the label, but below it they would see that the pony was not that bad no matter what other people had thought about him or her, their actions made them who they were, not what they were.

Callisto walked up to a flower and examined it, seeing how the colors didn't just blend into each other, but as the light hit each and every single pigment the color seemed to change depending on how much light was on the petal. The world was not one color, not overlapping, rather the colors and the shapes and the sounds and the feelings, they all blend into each other, become one big picture.

This world, this time and this place, everything made it what it was, every person an every place and every love, they painted the picture for the universe, for the observers to see in truest detail, the life of every pony and their actions.

Callisto smiled to himself and Fancy approached him with a smile upon his own face.

"It is amazing, isn't it son?" Callisto nodded slowly and looked back at his Father, who was standing there with a smug look.

"We were thinking of the same thing, right dad?" Fancy nodded with a grin and replied.

"The detail does have effect on this universe son, no matter how big or how small" Callisto nodded in reply and looked around him once more, seeing all of the color in all of the spectrum, he loved this so, he loved seeing the world through the eyes of someone who had no worry, who only wished to live his life as long as he could and as well as he could, making every moment count.

Fancy smiled down at his son with a look of pride in his eyes.

"My dear son, I want to let you know, no matter what happens, no matter what Celestia decides, you have been such a great detail in my life, and I love you. I always will. No matter what."

Chapter 4

Callisto was sitting in his room reading a book on astronomy that his mother had given him. He smiled as he read about all the constellations in the sky, about the moon, and all the stars. Callisto loved astronomy, he loved how you could make pictures of the stars, just like he could make pictures of the clouds that he flew in, it was all so interesting to him, so lovely.

Callisto looked out of his window to see the moon, he knew his mother was gone right now…but he wished she were here. Callisto loved his mother, loved her more than anyone, and he knew if he ever needed her that he could turn to his mother, and that she would help him through whatever was wrong.

Callisto sat his book down and began to pace, he had only eighteen short months to live. That is, if he couldn't convince Celestia of his innocence and good ness. Callisto sighed and rubbed his temples as he sat back. He looked up to the moon once more, and he knew that his mother could not help him, not right now. Callisot looked then to the palace of Princess Celestia, and he knew what was the best thing to do, he would speak to Celestia, he would convince his aunt to save his life, to spare him and let him live his life.

"Are you sure that's the only reason you want to see Celestia?" Callisto's inner voice asked and he sighed, he really just wanted to see Celestia, it had been so long since they had last visited, since he had last seen his aunt.

Callisto stood and balanced on the window before hopping out and spreading his wings, he began to fly up and away from his home. He smiled and closed his eyes, leaning his head back as he felt his mane unfurl and flow as the wind ran through it. He flew over the skies of Equestria, spinning and looping in the air, feeling his wings being buffered by the wind, he loved it all, he loved flying, it was the best thing in this world for him, and he would never stop.

Callisto laughed as he flew over the palace, the royal guards looking up and yelling at him, it wasn't very proper for a Pegasus to fly over the Princess's palace. Callisto grinned before swooping down in front of the guards so they could see his horn.

"Hey guys, mind if I go in and see Princess Celestia?" the guards looked at each other and nodded with a slight smile and an apology to the young prince.

Callisto smiled and walked into the palace, looking around at the elegant columns and the portraits, everything about Celestia's home was interesting, and he loved it.

"Aunt Celestia?" he called and didn't receive an answer. Callisto rolled his eyes and walked through the halls of Celestia's palace, looking in every room he could find, he eventually opened a door and found it to be a library, Celestia was sitting inside, leafing through the pages in her book using her magic. Callisto smiled and said to her in a smiling tone.

"Well, always in your books right Aunt Celestia?" Celestia looked up and saw Callisto standing in her doorway. The Princess smiled and beckoned her nephew in.

"Welcome nephew, what a beautiful night for you to visit me on, but may I ask why you come into my palace at such a late hour?"

"No reason really….I just wanted to talk about something that I think you would know the most about" Celestia raised a brow as he said this.

"Really? Pray tell what you mean my dear" Callisto stood across from her and replied to her with a slight edge to his voice.

"I read your Constitution, and I saw what you said about Alicorns" Celestia sighed as she heard Callisto say this, releasing her magic on the book she looked up at her nephew.

"And you wish to ask me about it?"

"Yes that is precisely what I want"

"Well Callisto, I'm sorry but I cannot tell you about the laws that I have made" Callisto raised a brow.

"Not even about the one that is going to kill me in less than two years" Celestia looked down and sighed, closing her eyes and whispering.

"It's not against you exactly Callisto, it's against all male Alicorns"

"And there's more than one? Because as far as I know there's no help group for troubled Alicorns, especially not males!" Celestia glared at her nephew.

"No pony shall speak to the Princess in this manner"

"Well it looks like I just did, and I want answers Celestia, I've worried about this for the past four years of my life, my father gave me his theories on your thoughts, but I want to hear it from you, why is it that you would let me live at birth, but yet you won't let me live when I'm sixteen"

"That is for me to know, and you to not find our Callisto, I am the Princess, and my word is law"

"You don't think I know that, you don't think whatever you say has to be done? Has to be followed like it's some word from a goddess?"

"I am the Ruler of the Sun Callisto, just as your mother is Ruler of the Moon" Callisto bowed his head and looked up at Celestia, his eyes narrowing.

"My mother does not make a law that calls for the killing of innocent children, and the only kind of their breed that is, I am the only male Alicorn in existence, and you want to kill me off, would you do that if you had a child, if he or she were an Alicorn?"

"I would never kill my own child"

"Yet you would murder your own nephew? That you would murder the child of your sister just because you are afraid?"

"I am not afraid of you Callisto" A tear formed in Celesta's eye and she bowed her head.

"I am not afraid of you…and I don't want to kill you, but you have no idea of the power that you possess child"

"Then why don't you let me try to use it so I can figure out how powerful I am?"

"Callisto…..if you use your power you could be overpowered by it, become evil, and you'd have two years to develop your power, do you have any idea what problems that could cause?"

"But what if I learned to master it, harness it, learn how to use it for good, couldn't I be of help to you, couldn't I help you and my mother?" Celestia shook her head slowly and looked her nephew in the eyes.

"Look Callisto, I made up my mind many years ago when your mother turned evil, and I will not change it now…..not even for you" she said the last part looking away from her nephew, looking down at the floor as well.

Callisto slowly walked over to his aunt and whispered to her.

"Give me a chance….please, Aunt Celestia give me a chance at life, that's all I want, I want to be able to live, meet a nice mare and have foals, I want to be able to live…." Celestia sighed and closed her eyes and whispered softly.

"This can be attained in your dreams, and in the life you live in the beyond" Callisto stood tall and replied to his aunt with determination in his voice.

"Living a life in the beyond is not the same as living a life here and loving every single moment of it while I'm alive, do you not know that Aunt Celestia? Do you not understand that I want to live, that in the beyond I don't have the experience I do here? I want to leave something behind, something that people will remember me by"

"Callisto, people will always remember you, no matter where you go you spread cheer and happiness, no one will ever forget that, think about it, do you really think after all the people you've made happy, after all the children you've taught they someone will forget you? Callisto, we will all remember you"

"Until you make them all forget so they won't rebel, right? Think about that Celestia, you just admitted how people love me in this place, what would happen if I died, don't you think people would be angry, don't you think people would want an explanation, think about that. If I'm loved they will rebel think about it" Celestia glared daggers into her nephew.

"I believe you should leave now Callisto, and until you are ready to the apologize you shall not be allowed to come back here, by order of the Princess you are banished from the walls of my palace until such a time that you see that you were wrong in your actions against my law" Callisto got a stunned look on his face at this, what had he just done.

Celestia opened a window using her magic and beckoned him out.

"Leave now Callisto, I will see you when you see your wrong" Callisto bowed his head as he walked over to the window, spreading his wings slowly as he stepped onto the windowsill, he looked back at Celestia who glared at him and pointed out the window.

Callisto sighed before leaning forward, falling out the window as he spread his wings to catch him and raise him up above the clouds, he felt tears come to his eyes and they were whipped away in the wind as he flew away from Celestia's palace, away from Canterlot.

Under the light of his mother's moon Callisto flew, drifting over the air and gliding on the currents, trying to lose himself in the air, find his way to a place where he could be at peace, a place where he could finally think, where he could ponder over what he had done.

Callisto finally landed in a forest, his hooves hit the ground running and he slowed as he ran before he came to a complete stop in a meadow, the moonlight shining behind him and silhouetting him in the night. Callisto stood there, the solitary prince. The Lone Prince of the Night.

Chapter 5

The night surrounded Callisto like a blanket on a cold winter night, the chill in the air could be felt clearly by him despite his thick coat, he could see each star twinkling in the sky, as though they were waving to him, some bowing to the Prince of the Night. Callisto looked then to the ground, to see the wind blew the grass to make it seem as though even the grass under his hooves would bow to him. Callisto looked straight up at the moon then, and he knew everything he had done this day, it would not be reversed, he would never earn back Celestia's trust as it had been. No, that was over now.

Callisto continued to gaze into the vast emptiness of space and began to wonder what would happen if he left, if he went into the stars and never returned, what would people say, would they even miss a male Alicorn? Callisto began to feel deep pain growing inside him as though it were a bleeding wound, e shook his head to attempt to clear his head of the thoughts of all the people he loved and cared about turning away from him, some of them standing around him with sad looks in their eyes.

"I don't want this! I didn't ask for this!" Callisto exclaimed, yelling it to the moon as he felt his throat tighten.

"Why will they kill me for something I couldn't control, I didn't want to be this….I didn't even get a say" Callisto bowed his head and walked around the meadow, he could feel something reaching out to him and touching his mind, it seemed as though this presence was trying to comfort him but at the same time…..show him something.

Callisto attempted to shake off this feeling, at the time he did not want to have something happen to him, he already had the knowledge of his death in his mind.

Callisto felt voices call into his mind, both of them faint, but strong, they both sounded as though they were strong with the power of darkness. The voices of a unicorn and a Pegasus, calling to him.

"Who are you?" Callisto whispered and he felt voices return to him in his mind.

"I am the King…the King of the Crystal Kingdom" Callisto looked around to see where the voice was coming from and began to shrug it off as a trick of his mind until he looked again to his front where a large Unicorn stood, his black coat blending into the night, but his crimson red eyes stood against it with striking contrast.

Callisto knew this Unicorn's face, but he couldn't quite place it. Callisto looked him up and down and asked.

"What's your name?"

"Those who know of me call me Sombra, child"

"What are you doing here, you were….well you were killed years ago."

"As long as someone remembers me I will still linger on, and it seems young stallion, that you remember me indeed" Callisto nodded slowly.

"Uh…yeah, indeed I do remember you, I don't know how anyone could forget the guy that enslaved the Crystal Empire for a thousand years, but I must ask, why are you appearing to me"

"Young Alicorn, I am appearing to you because I feel darkness inside of your heart, pain from someone that you cared for who hurt you, how does it feel, does the darkness feel good as it clouds your mind young Alicorn?"

"It works like a painkiller…but I know it won't last long, I will wake up tomorrow and still feel the pain of what Celestia said, it doesn't matter what I feel right now, only what I feel in a few days, weeks, months time."

"Well….I believe it will always be the same"

"You're also dead" King Sombra's nostrils flared n anger but then he seemed to calm himself.

"Do you not think I know this child? I felt myself being destroyed after all"

"Oh well, uh….sorry" Callisto then heard a voice that had a slight echo to it in his head as well.

"You never were good with children, were you Sombra?" Callisto looked back and saw a large mare, taller than he was by nearly two feet….and he thought she was a unicorn, though her horn and her hooves were ridden with holes.

"Be quiet Chrysalis, I'm getting through to the boy" Sombra glared as Chrysalis walked around to stand at his side, she smiled at Callisto and bowed slightly.

"It is a pleasure to meet you Prince Callisto, I am Queen Chrysalis" Callisto raised a brow.

"So are you two…." Chrysalis cut him off before he could finish.

"Not in a million years child" Sombra laughed to himself and muttered.

"Wouldn't be saying that if I were you."

"Oh yes Sombra, and why is that?"

"Oh, well if you don't recall you wanted companionship in he next life that we live"

"Oh be quiet that's an arrangement" Callisto rolled his eyes at the two supposedly evil unicorns arguing in front of him.

"Well you guys may not be married but you sure do argue like a married couple don't you" Sombra laughed and smirked at Chrysalis.

"The kid has some sass, some flair, I like that" he said and Chrysalis shrugged with a smile. Callisto raised a brow and looked at them once more.

"So uh, is there a point to this? You two appearing to me? Or is it just something you did on a whim" Sombra glared at Callisto.

"Now, you see child too much sass really gets annoying" Callisto shrugged and Sombra put his arm around the boy.

"Alright, so I guess we should tell you why we're here and such, I see that you" Sombra beckoned to Callisto's horn "are an Allicorn, and we know what happens to an Alicorn when he turns sixteen"

"Yeah, I die"

"Oh, but maybe we can change that Callisto."

"Okay, give me a way that we can change that and I will consider listening to you"

"Well, there's always finding a way to teach you the magic that you could unleash on Celestia, if you use your magic on Celestia then she would have no choice but to give into you and let you live, there is no magic that is more powerful than that of an Alicorn who is just beginning to discover his powers, or did they never tell you that?"

"Well, of course they never told me that, they just said they didn't want me to go dark, didn't want me to turn evil" Sombra and Chrysalis both laughed.

"Well of course they don't want you to turn evil, don't you know that evil magic is the most powerful kind of magic? So much power in the magic of darkness that not even Celestia and Luna together could harm you. You could become a god, and the gods always fear when one who is more powerful than them will take over" Callisto sighed and looked around.

"So uh….. you guys want to teach me magic"

"Yes"

"But….you're dead" Sombra and Chrysalis both glared at him.

"Yeah, thank you for continuously reminding us of that"

"Well uh, I think I'll be heading home now, will you guys be here like, tomorrow?"

"Of course" Callisto smiled and spread his wings before ascending into the air. Callisto flew off again, this time struggling as he was exhausted from the night's events, and so he didn't notice when he had begun to fall asleep as he flew. With his eyes closed Callisto could not fly as well as usual and could not pay attention, which is obvious, and he ended crashing into a hovering Pegasus who was floating and watching animals play.

The Pegasus squealed as Callisto crashed into her and they tumbled to the ground together. When they hit the ground Callisto opened his eyes and noticed that the young Pegasus was looking down at him with a embarrassed look, she was sitting on top of Callisto from where they had landed, her pink mane was ruffled slightly.

"Erm….uh….hello Prince Callisto" Fluttershy bowed to Callisto and he smiled up at her.

"Oh….hey Fluttershy" he replied with a smile and Fluttershy backed off of Callisto, who stood up and smiled at her.

"Uh, sorry about crashing into your Fluttershy, just got kinda tired while I was flying"

"Oh, well that's okay…do you think you can make it home?" Callisto looked at his wings, he could flutter them barely, he sighed and shook his head, Fluttershy smiled caringly.

"You can stay over with me if you want Callisto"

"That sounds nice…thanks Fluttershy"

"Oh it's no problem, follow me" Fluttershy smiled and lead Callisto back toward her house, he follow behind tiredly.

Chapter 6

When Callisto woke up the next morning he was in a soft bed with the blanket pulled up to his chin, so much unlike how he usually slept, and when he woke up he realized why. Next to him Fluttershy was facing the other way in the bed, curled up with a peaceful smile on her face.

Callisto blushed deeply as he realized he had slept next to Fluttershy the entire night. Callisto slowly slid out of the blanket and stood there as he looked for something to write a note with. Callisto found a pen nearby and picked it up before writing down.

"Fluttershy,

Thank you very much for letting me stay over last night, I really don't think I could have made it home on my wings, and it was ridiculously far to walk, but I really should be getting home, my dad is probably worried about me, if you ever want to hang out sometime I'd really like to, hope to talk to you soon.

Sincerely,

Prince Callisto"

Callisto then set the pen down and walked out of Fluttershy's house. He looked around at all of the animals crowding around Fluttershy's house as they waited for her to wake up so they could see her. Callisto smiled at a bunny and patted it on the head with a smile, it looked up at him with an annoyed look in its eye and he smiled nervously.

"Heh, sorry about that" Callisto said before continuing on back toward Canterlot. Callisto smiled and spread his wings before jumping into the air, as much as always the air felt good against his fur, especially in this early morning air. Callisto looked back at Fluttershy's house and smiled slightly to himself, he really did hope that he could see her again, he enjoyed the time that he spent with her.

Callisto smiled and kept flying as his father's house came into view he set down, wiping his hooves on the mat before coming through the door.

"Mom? Dad? I'm home" Callisto called and he heard Luna come down the stairs and when she turned the corner she sighed in relief.

"Callisto, you really had me worried" she commented before smiling slightly at him.

"So where were you last night?"

"I was out in the forest and got tired, on my way back I bumped in to Fluttershy, figured out I was so tired that I couldn't fly and I ended up staying at her house" Luna smirked and raised a brow.

"Are you sure that's the only reason why you stayed over?" Callisto blushed brightly and exclaimed.

"Mother! Of course it is!" Luna smiled and Fancy Pants came downstairs with a smile.

"What's this I hear about?"

"Callisto stayed at Fluttershy's house last night."

"Hm, nice" Fancy said with a laugh and began to make breakfast for his family.

Callisto sat down at the table and looked down.

"Uh do you think it would be alright if I go to see Cadence mom?" Luna smiled at her son and shrugged.

"I'm sure she would like to see you, it's been what, three years now?"

"I think it's been four mom"

"Then I am certain Cadence would love to see you" Callisto smiled and stood up.

"Well I'm going to head over there if that's alright" Fancy nodded as did Luna. Callisto stood up and walked out of the door before spreading his wings and beginning to fly again, he flew toward the Crystal Empire which made him smile with excitement, he was going to see Cadence, his foalsitter, he had missed her so much since he had last seen her.

Callisto landed in the Crystal Empire's castle and walked around calling out.

"Cadence? Cadence?" he heard a faint reply and began to walk towards it. Callisto found Cadence in the crystal gardens and smiled at her.

Cadence grinned when she saw Callisto before she jumped up and galloped over to hug him.

"Oh Callisto it's been too long" she said with a smile brushing his mane out of his eyes.

"You've grown up so much, it's amazing, can you use your magic now?" Callisto sighed and shook his head slowly.

"Mom still won't let me use my magic" Cadence sighed and patted Callisto on the back before gesturing for him to sit down.

Callisto sat down next to Cadence and she smiled at him.

"So, how has your study been going, and your love life, and your friends?"

"Oh, well my stood has been going really well, I can't really say much for my love life, and I have a lot of friends in Ponyville and Canterlot"

"And don't forget that you have Shining and I here"

"I know that I have you both here, it's just that I find it hard to get time to come and visit you guys with all the things I do"

"Studying the stars?" Callisto smiled and nodded.

"You know me too well Cadence"

"Well of course I do, I'm the one who taught you the constellations did I not?"

"You're the one who taught me everything about the stars Cadence" the Princess smiled at Callisto and replied.

"I know hon, I'm just being modest"

"You're always modest Cadence" The young princess laughed and stood slowly.

"Come Callisto, let us go on a stroll through the garden, I remember how much you used to love admiring the crytals"

"I still do" Callisto replied as he and Cadence began to walk, Callisto looking around at the various crystals growing out of so many different places.

"So, how is your mother Callisto? How has she been?"

"Mother has been doing very well, though I don't get to see her as often as I once did" Cadence smiled at her Alicorn friend.

"I know the feeling dear Callisto, but you do know she loves you just as much as she used to, yes?"

"Of course I do Cadence" Callisto replied looking at one particular gemstone, a shining emerald, Cadence stopped and looked at the same crystal with a smile.

"You know Callisto, I remember you telling me that when you proposed to a girl that you wanted your engagement ring to be made out of that crystal" Callisto smiled fondly, his eyes closing halfway in wonderment.

"I remember that…do you still think that could be possible?"

"Why of course Callisto…I mean, erm you know the law right?" Callisto nodded and bowed his head, his eyes closing slowly.

"Yeah, I know the law, but in case I want to keep that as a chance"

"I understand, Cadence can I tell you something?"

"Of course you can Callisto" The young Alicorn looked up at his former foalsitter, the woman who was just like his second mother.

"Last night, when I was in the forest, Sombra and Chrysalis appeared to me, they tried to make me use my magic, they want me to hurt Celestia"

"Oh my….Callisto you do know what this means right"

"It means they are trying to make me evil like they are, but Cadence I want to admit something, I want to tell you the reason that I will never go dark"

"Okay, go on" Callisto looked down with a nervous look in his eyes before looking back up at Cadence.

"Because of you, and my mother" Cadence raised a brow before smiling at Callisto.

"Are you telling me that I am the reflection of light in your mind? Of good?"

"Yes, you and my mother, you are both what helps me cling tight to the light, you are both the things that keep me anchored to good and keep me from ever being negative, because I know if I need you, either of you, you will be there for me" Callisto then hugged Cadence, who hugged him back with a smile on her face.

"Thank you Callisto, that means so much to me."

"No Cadence, thank you, thank you so much for loving me and taking care of me in my childhood, for being there for me when I needed you" Cadence looked up at Callisto and smiled.

"I always will be".

Chapter 7

No matter how hard Callisto resisted over the next few weeks he could feel himself being pulled back to the forest, he didn't know why exactly but it felt like the two who dwelled there had ropes around him and were dragging him back.

Callisto eventually gave in, flying back toward the dark and gloomy forest, but not before stopping at Fluttershy's house first. Callisto knocked on the door with a smile on his face and when Fluttershy opened the door she was already returning the smile.

"oh, hi Callisto" Fluttershy said and bowed her head to him.

"What bring you here?" Callisto smiled and leant against the door frame.

"Well, I was in the neighborhood and decided it'd be nice to come and see you."

"Oh, thank you, are your wings doing better since a few nights ago?"

"Very, and thank you for that by the way" Fluttershy smiled at Callisto and stepped aside so he could come into her house.

"It's no problem, you really did seem hurt." Callisto shrugged as he walked around the house, examining everything as he and Fluttershy chatted.

"Sorry that I wasn't there when you woke up, I was worried that my parents would get even more mad than I thought they already were"

"Oh….it's alright, I wasn't really expecting you to be here when I woke up anyway"

"Why was that? I mean is that really the kind of guy that I come off as?" Fluttershy stood next to Callisto and looked down at the reflective table with him, both of their faces reflected back up at them.

"No Callisto, it's not that, it's just that you're a Pegasus and a Prince, why would you stay in a place like this?"

"It's nice, cozy and warm and full of a kind of kindness ha I just can't describe, it's like I can see all of your happiness floating around in the air in front of me, and then there's the fact that your house us just so nice, it's the kind of place I would like to live in"

Fluttershy blushed slightly when Callisto said this and he smiled at her.

"You're blushing"

"I know"

"Why though?" Fluttershy looked at him and smiled.

"I guess that nobody has really complimented my house before" Callisto was about to reply once again but he felt himself being pulled to the forest, which was so close he could see it.

"I-I'm sorry Fluttershy, I have to go now" Callisto started to walk back toward the door.

"Oh, well….okay, I mean, you'll come back around soon right?"

"Yeah, yeah of course" Fluttershy opened the door for Callisto as he walked out, a slight smile still on her face.

"Have a nice night Prince Callisto, if you need anything I'm here" Callisto nodded at her before turning to walk away as she shut the door behind him.

Callisto looked back at the house he wished he could have just stayed there all night, it was much nicer being in a nice house with a friend like Fluttershy than being outside and dealing with two dead Unicorns who wanted to change the very being that you are.

Callisto walked back into the clearing that he had found the first time he was in the forest, Chrysalis and Sombra were standing on the other side, their backs turned to him for the moment, and they seemed to be examining the stars together, the king and queen very quietly conversed with each other until Callisto cleared his throat.

Sombra and Chrysalis spun around and then smiled when they realized it was Callisto, perhaps they were expecting Fluttershy with a herd of hopping bunnies.

"Welcome back, Prince of the Night" Chrysalis said to him before bowing, which King Sombra did in return.

"Uh, hi, so, you guys were going to teach me magic right?" Chrysalis smirked but nodded.

"We will teach you how to use some of your power Callisto, but when you begin there is no return, you could turn dark, do you understand that?"

"I won't turn dark" Chrysalis and Sombra exchanged looks before directing their gaze once again to the young Alicorn standing in front of them.

"Alright Callisto, we're going to start off simple, maybe teach you a few levitation tricks, the kind of thing you use in your everyday life to carry things and such"

"Alright, well lay it on me" Chrysalis nodded and responded to Callisto.

"Alright Callisto, first we have to unlock your magical ability, first focus your mind, focus it on using your magic, on your horn, the source of your energy." Callisto nodded before closing his eyes and concentrating on his horn, as he was distracted Chrysalis and Sombra began to toy with his mind from the outside.

Callisto opened his eyes suddenly and a gleaming light glowed from them, the light of magic that coursed through his body.

Chrysalis and Sombra grinned maniacally. The power had finally been released, Callisto looked around, his glowing eyes observing everything, seeing the aura that radiated from every single thing in the world.

"Pick up the rock over there" Chrysalis said gesturing to a large boulder. Callisto focused and saw his own magic begin to surround the boulder. Callisto picked the boulder up and threw it across the field, it landed with a might crack next to Sombra, who smiled manically.

"Excellent boy, excellent, you seem to have a very good hold on your powers already" Callisto nodded with a slight smile. Sombra walked over to Callisto and patted him on the back.

"I believe with our help is that you will become one of the most powerful in this world, you will rule this world, and we will be your advisors" Callisto smirked at them.

"Yeah, yeah maybe that could work"

"It will boy, don't doubt us"

"I'm not"

"Good, now pick up that tree, throw it across this field" Callisto picked up the fallen tree and smiled before throwing it across the field, it was impaled into the ground like a javelin, Callisto laughed.

"Now that was awesome, fun"

"That was good Callisto, do you feel like this is fazing your ability at all, do you feel at all drained?" Callisto smirked and shrugged.

"You know Sombra, I've never been exhausted so I think that I'll just keep doing this until I get so tired I just can't do it anymore"

"Well, that sounds good to me" Callisto nodded and picked up more objects that were lying around, casting them aside, to and fro like a small child throwing a tantrum, he was enjoying it though, he found it interesting that he could move these things, that he could do what he wanted and control things without even touching them.

Callisto set down all of the objects when he was finished and smiled at Sombra and Chrysalis before saying to them.

"Well, I'm going home, you two have a nice time together" Chrysalis and Sombra both glared at the young Alicorn as he walked away.

"The boy is a nuisance Sombra"

"Yes he is, but the will become the most powerful of all of us, and he will raise us to power as well"

"You better hope he does".

As Callisto was walking through the forest, having realized that he really was drained when he had left the meadow, he looked up and saw a manticore on the path, Callisto picked up the manticore and threw it to the side.

Callisto watched the manticore go sailing off and then felt himself get very dizzy. Callisto felt himself sway slowly, he closed his eyes and then collapsed on the path, breathing shallowly.

Callisto woke up slowly the next morning, he realized he was not on the path anymore, instead he had once again woken up in a bed, and again he was sleeping next to a Pegasus, Fluttershy.

Callisto looked over at her and realized that she was already awake.

"Good morning Prince Callisto" she said with a smile and Callisto smiled nervously.

"Good morning Fluttershy"

Chapter 8

Fluttershy looked up at Callisto with a smile, a nervous one but it was still a smile.

"I found you on a path last night Prince Callisto, you seemed drained, what happened?"

"I was flying all night, flew for so long that I couldn't do it anymore, had to walk, on the way home I guess I just collapsed from exhaustion"

"Oh, I see" Fluttershy smiled up at Callisto and slid out of the bed, standing up and yawning.

"Did you sleep well Prince Callisto?"

"Please Fluttershy, just call me Callisto" Fluttershy blushed slowly and smiled at the Prince.

"Thank you…..Callisto" Callisto smiled and stepped out of the bed, Fluttershy admired his stance, the way his mane flowed gracefully, how all of his fur seemed to sparkle with a slight amazement, she was amazed at how the prince could look so amazing, without even trying it seemed, Fluttershy began to blush as she realized what she was thinking.

"What's up Fluttershy?" Callisto asked as he raised a brow in inquiry to Fluttershy.

"Oh…um nothing, it's nothing" she said while smiling at Callisto, who nodded and walked over to her.

"Fluttershy, why is it that every time that I end up in the forest, you find me?"

"I guess you're just lucky Callisto" Callisto smiled and nodded with a slight shine in his eyes.

"It seems that I am, I am very lucky that you are the one who finds me Fluttershy" Fluttershy blushed deeply when Callisto said this, but she smiled at him with a sigh.

"Fluttershy, are you daydreaming over me?" Callisto asked with a smile and Fluttershy jumped.

"What, no I wasn't…I mean, no….I, I wasn't fantasizing" Callisto smiled and walked with her around the house.

"So, do you want to take a walk in the forest Fluttershy?"

"Oh, um I would like to do that, but are you sure it's safe for you to go back in the forest? Because uh….no offense, but it seems that every time you go in the forest, you pass out"  
"That's true, well would you like to just take a walk in Ponyville then?" Callisto smiled and Fluttershy's eyes widened.

"Prince Callisto, are you sure that you want to go into town….I mean, royalty is a big thing in our town, people won't leave you alone"

"That's alright, I can just ignore them" Callisto replied as he opened the door for Fluttershy.

Fluttershy blushed and walked out of the house with Callisto, they walked side by side on the path as angel hopped beside his master, or mistress.

Callisto walked through the forest with a smile as Fluttershy walked next to him, it had been awhile since Callisto had been to Ponyville.

Fluttershy looked over at Callisto with a smile and asked him.

"So, are you sure it's alright if people are all over you when we get into the village?"

"Oh that's perfectly fine Fluttershy" Callisto said with a smile.

"As long as you don't go away just because they're coming around me" Fluttershy smiled nervously at Callisto.

"I'll try" Fluttershy replied with a blush and a slight wave of her mane.

When Callisto walked into Ponyville he realized just how right Fluttershy had been, ponies ran at him and buzzed with excitement, all of them bowing before swarming him with excited chatter.

Questions were wildly hurled at Callisto by the mares of the town before a loud thunder clap made them all jump and run away, Callisto looked up and saw none other than his friend Rainbow Dash sitting on her cloud, smirking down at him.

"Looks like you owe me one Callisto, or is it ten now?"

"Nice Dash"

"Well, what are you doing in town, and with Fluttershy?" Fluttershy blushed and looked at the ground at her hooves.

"We're just strolling, having a good time"

"Don't act like that Callisto, I've seen you and her in her house these past two days"

"Wait….how?" Fluttershy asked blushed as she asked and Dash smiled down at her.

"Well, I come and check up on you every once in a while" she said with a wink and Fluttershy nodded slowly still blushing.

"So you two are just, "friends" right?" Callisto nodded but Dash noticed the blush in Fluttershy's cheeks.

Dash swooped down and picked up Fluttershy before carrying her to a cloud, Callisto sat below them with a surprised look on his face.

"Fluttershy, do you have a crush on the Prince?" Fluttershy blushed and whispered.

"No…no I don't have a crush on the king, well I mean maybe a little…..welll…yeah…I think I do"

"That's awesome Fluttershy! Are you going to tell him?"

"Uh…well, uh maybe….I mean no…maybe" Rainbow Dash shook Fluttershy gently.

"Oh come on Fluttershy, it's obvious that he likes you. Why don't you just tell him?"

"Because….he's a Prince"

"Yeah, and?"

"Well, I'm not a princess, he would never think of being with me Rainbow" Rainbow Dash looked off the cloud, down at Prince Callisto who was sitting down below, waiting for them to return, clearly respecting their privacy.

"Oh come on Fluttershy, give it a chance!" Fluttershy looked down and saw that Callisto got up and looked around, as though he were in a daze before he began to stumble toward the forest. Fluttershy raised a brow before swooping down in front of him and waving her hand slowly in front of his face.

"Callisto?" Callisto looked up at her and smiled.

"Hey" he said and Fluttershy whispered.

"Uh, where are you going? I thought we were going too spend the day together"

"Oh, yeah, uh I just remembered that there's something I need to do, I'll catch up to you soon okay?  
"Oh, uh okay Callisto" Fluttershy replied and with that Callisto walked by before taking off and flying toward the forest. Fluttershy and Rainbow Dash watched him go with confused looks on their faces.

When Callisto landed in the meadow again Sombra and Chrysalis were waiting for him with amused smile.  
"Well, greetings little friends" Sombra said with a smile. Chrysalis responded in kind. Callisto walked over to a rock, picking it up and throwing it into the woods.

"What is wrong with me. I almost had a chance to get with Fluttershy, and then I just up and walk away." Callisto turned on the two and yelled.

"What did you do to me?" Sombra walked forward and put his hand on Callisto's shoulder.

"Callisto, you must understand that I know how you feel, I was born an Alicorn, I was never allowed to use my power, Celestia even clipped my wings, my own mother clipped my wings. All I felt was betrayal, and so when I found a way to use my power all I felt was distance, I was distant from every person, I was away from everything, I didn't see anyone else, I didn't love, I didn't feel, Callisto this is what is happening to you"

"No. No I won't let that happen" Callisto yelled at Sombra.

"Why didn't you tell me!?"

"Because child, if I had told you then you would never have tried child, you must understand that all I want is for you to recognize your full power, which will help you live"

"No! All you want is my power!" Chrysalis laughed.

"Come now Callisto, calm down, all that we took away from you is a mare, not your family, and this is the price you have to pay for power, do you not understand child, power comes at a cost, and this is the cost you must pay" Callisto yelled.

"No! No! I will not let that happen!" Callisto yelled as he turned and ran from the forest, begging for the voices of Sombra and Chrysalis to fade into the darkness.

Chapter 9

Callisto finally broke through the dark shrub of the forest, crashing into Fluttershy as he flew out, when they hit the ground Callisto had her in a tight hug, Fluttershy was blushing brighter than she ever had before.

"Fluttershy I'm so sorry that I ditched you earlier, please forgive me"

"Oh….um…..uh, I forgive you Callisto" Fluttershy whispered and smiled up at him. Callisto smiled and sat back before helping Celestia onto her feet, she wobbled uncertainly before looking up at Callisto with a nervous look in her eyes.

"Uh Callisto"

"Fluttershy, I need to ask you something" Fluttershy's eyes widened and she whispered.

"Oh, um okay" she whispered. Callisto smiled to her and asked quietly.

"Fluttershy, I've really, really, started to care about you these last few weeks, months I mean, and I wanted to ask you if you would like to go on a date sometime" Fluttershy made a cute little noise and whispered as she looked down toward the ground.

"Oh….um…I, I would like that" she said so quietly Callisto could barely hear her.

"Was that a yes?" Fluttershy nodded with a slight blush. Callisto smiled and hugged her tight.

"Thank you so much Fluttershy! Excuse me for a bit, I need to go talk to Celestia, I'll be back soon" Callisto said with a smile before taking off and flying towards the palace of Princess Celestia.

The Guards beckoned for Callisto to land and he did so, landing gracefully in front of the two who said to him.

"Princess Celestia has decreed that you are not allowed to be here Prince Callisto"

"She said I'm not permitted to be here until I apologize to her, which I really can't do with you two standing in front of me" the two guards glared at Callisto and said.

"Unless the Princess comes out here you will not say anything to her, you are not allowed in" Callisto rolled his eyes.

"Oh, well that's a shame isn't it" he says before picking up a stone with his magic and throwing it against one of the walls. The guards both looked over and glanced back at Callisto.

"Stay here" they both said firmly before going to inspect the noise, Callisto smirked and pushed the door open, walking through with a smile on his face. Callisto walked through the same halls he has walked through nearly two weeks ago, nothing seemed different, but there was a different atmosphere, instead of happiness all Callisto felt was a deep sense of disappointment in anger. Callisto began to ascend the stairs but was stopped when a loud voice rang through the hall.

"You think that you can just walk back in here when I banished you?" Callisto looked up and saw Celestia standing there. Callisto smiled nervously and bowed.

"My apologies Princess Celestia" he whispered and she yelled.

"What did you say to me peasant?"

"I said I am sorry Princess Celestia, I am truly sincerely sorry for what I said to you, I see your side of what you said now, and I'm sorry" Callisto closed his eyes as he waited to be hit by some kind of magic that would send him to a dungeon, or maybe to the moon, or maybe a dungeon on the moon.

All Callisto felt though was a gentle hoof on his head and a whisper from Celestia.

"My dear nephew, you are forgiven" Callisto looked up at Celestia and saw that there were tears in her eyes.

"Callisto I am so sorry about what I did…I did not want to banish you, I just got so caught up in the heat of the moment that I guess I lost sight of who I was talking to, my wonderful nephew that I would do anything for."  
"Anything?" Celestia sighed and whispered to Callisto.

"Why is it that you beg of me so much now, why didn't you ask before, as soon as you knew, why do you ask now?"

"Because Aunt Celestia, I think I may have just fallen in love, for the first time in my life I'm in love" Celestia's eyes widened and she whispered.

"In love? With who?"

"Well….uh, Fluttershy" Callisto replied in a whisper. Celestia nodded slowly and smiled at her nephew.

"That is…..most wonderful Callisto, I am glad that you have found somebody to love"

"Now do you see why I want to live Aunt Celestia?" Celestia sighed and whispered to him.

"Okay nephew, I will consider this, I promise" Callisto smiled and hugged Celestia, who wrapped her own hooves around her nephew.

"Callisto I am glad that we have resolved our differences, now we can go back to being a happy family"

"Thank you Aunt Celestia" Callisto replied with a smile and whispered to her.

"Would you mind if I work for you here in the castle?" Celestia smiled and replied to her nephew.

"Oh that sounds great Callisto, come in tomorrow and I'll let you start working"

"Thank you so much Aunt Celestia" Callisto replied before turning and walking out of the palace, he flew to Fluttershy's house, she was sitting outside taking care of her animals. Callisto landed next to her with a smile before walking to her side and whispering.

"Hey Fluttershy" Fluttershy jumped and made a loud noise, Callisto held out his arms and caught her when she came back down.

"Erm…sorry about that" Callisto said with a smile and Fluttershy whispered, looking at Callisto's chest.

"Oh, uhh…..it's okay Callisto" she replied and closed her eyes. Callisto smiled at Fluttershy and set her down gently.

"Fluttershy, I wanted to ask if you'd like to meet my parents"

"Oh, I've already met Princess Luna, and Fancy Pants"

"I mean uh, would you like to come see my house?"

"I sat it when you were born" Fluttershy replied, pawing the ground and looking up at Callisto.

"Well uh, how about you come over and we could hang out" Fluttershy smiled nervously and replied.

"I would like that Callisto, why didn't you just say that in the first place?" Callisto smiled with a nervous look in his eyes.

"Well uh, I really didn't want to be that obvious about it" Fluttershy smiled and walked over and stood next to Callisto.

"Would you mind leading the way? It's been awhile since I've been to Canterlot"

"It would be my pleasure Fluttershy" Callisto replied before taking off slowly, making sure Fluttershy could follow him, seeing how she didn't fly much.

It seemed though that the young Pegasus was good enough, she and Callisto flew slowly toward Canterlot, Callisto smiled at her as they flew.

"Do you enjoy flying Fluttershy?"

"Yes, I do quite enjoy it" Callisto leant his head back with his eyes closed as he flew, his dark mane blowing majestically behind him.

Fluttershy looked down at the ground beneath her and Callisto smiled over at her, flying sideways as he watched her, the only true difficult way of flying that Callisto had managed.

Canterlot soon came into view and Callisto smiled at Fluttershy.

"There it is, my home"

"I always thought Canterlot was interesting" Fluttershy said with a smile and Callisto shrugged.

"It's a nice place" he replied and they landed. Callisto and Fluttershy both walked through the town, Fluttershy looked around with wonder. Callisto smiled at her and whispered.

"I hope you like it with my parents" Fluttershy laughed nervously and replied.

"Callisto, I always love it when your parents are around, your mother is so sweet and your father is so gentle" Callisto smiled and opened the door to see that Luna and Fancy were brewing a potion, Luna looked up and smiled a Callisto.

"Hey sweetie, come in" Fluttershy and Callisto walked into the house and Luna said to Callisto.

"I see you bought Fluttershy home, nice, nice"

"Luna we have a-" BOOM, the potion exploded and Luna laughed nervously.

"Well….that wasn't supposed to happen."

One Year Later

Chapter Ten

Callisto walked through the castle examining things and writing down if anything was broken or out of it's place, which was his job as Celestia's assistant, to do whatever she asked really.

Callisto wrote the information that a portrait's border had been cracked and continued to walk, smiling and nodding at the royal guards as they passed.

Callisto was walking still when he came to the library, he saw that Princess Celestia was having a conversation with Luna, and so Callisto pulled the door shut slowly. The young Alicorn continued then to walk through the castle, humming to himself with a smile on his face.

Callisto felt a flash of heat and he looked up with a smile. Sitting there was a letter bound with silk ribbon, it was addressed to him. Callisto half smiled before he pulled the string away, the letter unfurled in front of him and he read it.

"Dear Prince Callisto,

Twilight Sparkle here, of course who else would have a dragon to send a letter by ash magic, anyway, I wanted to ask you how things are going in the palace and how Celestia is doing, oh and I wanted to let you know that Fluttershy is doing good, she misses you though, you should come around when you can, I think we all miss you.

Sincerely,

Twilight Sparkle."

Callisto smiled to himself as he read this but sighed softly as he thought about Fluttershy. Callisto missed Fluttershy too, it's just the fact that as the assistant to the princess he didn't have as much time as he used to. Callisto made a mental note to head to Ponyville right after he was done today to head over and see Fluttershy. Callisto sighed when he said that and rolled up the letter before he stuck it into the pocket of the jacket he was wearing.

Callisto resumed walking through the palace, passing by all sorts of expensive art and furniture, eventually Callisto just turned around and walked back toward Celestia's study, his dark eyes shut in thought as he walked, though he was using something similar to a sonar with his magic.

Callisto walked between two guards who came his way without opening, his eyes, rounding corners and navigating with no effort. Callisto walked into the library moment's later and heard Celestia say.

"Sister I am sorry, I love Callisto, but I am still ashamed that he is an Alicorn, an Alicorn that we do have to kill" Callisto felt his anger rise when Celestia said this and he walked into the room.

"What is that supposed to mean?" he asked with a loud voice and Celestia looked over at him with a surprised look.

"C-Callisto"

"No, stop, I just heard you say that you have to kill me, that you are ashamed of my existence" Callisto felt a dark presence growing deep inside of him, but he pushed it away for the moment as he stared Celestia down.

"Callisto you must understand what I am trying to say, I love you, I love you as my own my dear nephew"

"You love me as much as Sombra, well you clipped his wings" Celestia's eyes widened and she whispered.

"Where did you hear that?"

"I read it in a book" Callisto lied and Celestia sighed shaking her head slowly and saying to Callisto.

"Yes, I did clip Sombra's wings, but I could feel the darkness inside of him that was there all along, I could not let him have access to the full power of an Alicorn."

"Is that why you made your law, because your son was born dark and you wanted an excuse to kill him?"

"I didn't want an excuse to kill him, I just wanted to protect Equestria from another one of him, you know what he did don't you Callisto, he imprisoned the Crystal Empire"

"Yeah, I know that, but does anyone really deserve to die just because they possess a power, or because they were born in a certain way. Doesn't everyone deserve a chance? Maybe if you had nurtured Sombra and given him more love he would have gone light, you never know"

"I do know Callisto, trust me I do know" Callisto glared at her and replied.

"How is that exactly, explain to me why you couldn't nurture your son and try to help him go light, maybe the reason he went so dark is because you didn't give him any of this."

"I tried my best Callisto! You have no idea how hard I tried to make Sombra good, I wanted my son to be on the side of light and rule with me, but Callisto it was just not meant to be, Sombra resisted my every advance and all of my pleading for him to let me help" tears began to fill Celestia's eyes as she thought back to the days, long, long ago when she remembered her son, a boy who reminded her much of Callisto.

Celestia looked up at Callisto and begged quietly.

"Please try to understand the reason I have had for everything I do, I know that someday maybe everything will be better, there will be a day when a male Alicorn may live and be happy in Equestria."

"And it won't start with me." Celestia cast her gaze upon the ground before shutting her eyes and sighing. Celestia nodded and said.

"You are much too powerful Callisto, I'm sorry but you will be another of the males who will be executed, your clock is ticking, you have your time" Callisto felt the darkness that had been rising inside him this entire time suddenly grab hold of him.

Callisto felt like he was pulled back into the darkest corner of his mind, he was sitting there and was looking into the darkness. A young pony walked through the darkness of his mind, smiling evily.

"Well, hello Callisto, pleasure to finally meet you"

"Who are you?" Callisto asked looking at the pony with his black fur and baby blue mane, as though someone had taken Callisto's colors and flipped them.

"Well Callisto, you and I know each other very well. Very, very well in fact. I am your dual personality, I am the darkness that Sombra and Chrysalis spoke of, inside of you ever since Celestia first made you regret yourself for being an Alicorn I have been growing and becoming stronger."

"What is your name"

"Let's call me Shadow, your shadow" Callisto nodded slowly, still looking his opposite counterpart up and down with a look of caution.

"Fine Shadow, I am sorry, so very sorry but I believe this is my body, I have lived in this body for fourteen years, you've been here for what, a year?"

"Yeah, and I think I need my turn, don't you?" Callisto glared at Shadow and replied.

"No, I don't think you deserve a turn, I think you need to go away completely, leave my mind so I don't have to deal with you."

"Oh come now Callisto, just because you have been dominant for so long doesn't mean I can't get a chance" Shadow laughed before darkness began to spread, trailing up the walls of Callisto's mind.

"And another thing, there is so much more of me, I am stronger than you, better than you, and faster than you"

"Shut up, go away" Callisto growled and charged at the other Alicorn, who smirked and flipped Callisto up before slamming him down, Callisto hit with a heavy thud and a loud oof.

Callisto looked up at his dark counterpart and glared.

"So, you know magic better than I do, probably because you were born from it"

"or maybe it's because you didn't use yours enough"

"Not my problem" Shadow laughed before he disappeared, leaving Callisto in the dark recesses of his mind. Callisto looked around with a worried expression before he realized that Shadow was gone, and that meant Shadow was outside of his mind.

Outside of Callisto's mind it had been mere moments that had passed when suddenly Callisto's body began to change, the fur of his mane and body reversing so he looked exactly the opposite of his normal self.

"Callisto?" Celestia asked nervously and Shadow grinned before laughing.

"Oh, not quite your majesty, how about I just go ahead and leave, let you chill"

"Who are you!?"

"I guess you could call me your son, after all, you created me" Shadow replied with a maniacal grin before flying out of Celestia's palace in a flash. Celestia quickly followed him.

Thank you for reading the first quarter of this book, I am the author as well as my friend Baron Hankins being the co-author, and if you leave a review please leave a positive review for him, he's going through some rough stuff right now.


	2. The Shadow

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Book Two The Shadow

Chapter One

Shadow laughed loudly as he flew along, his blue mane trailing behind him. He grinned as he breathed real air for the first time in his short life.

"This is great!" Shadow exclaimed with a laugh before looking back and seeing Princess Celestia chasing him, leaving her own trail behind her.

"Wow Celestia, you are stubborn" Shadow muttered before dashing faster away from he, gaining distance between he and Celestia, out of the blue Shadow felt a huge blunt force hit him in the side. The Alicorn grunted as he flew toward the ground, hitting it hard and sitting there wincing as he felt his side, it felt like he had a broken rib.

"What in the world?" Shadow asked as he looked up and saw Rainbow Dash sitting on a cloud, looking down at Shadow.

"Who are you and why is Princess Celestia chasing you?" Rainbow Dash asked with an edge to her voice.

"Oh wouldn't you like to know little filly" the Rainbow maned pony raised a brow and asked with a sharper edge than a katana.

"Excuse me?" Shadow smirked up at Rainbow Dash and then he saw Celestia stop right next to him, Celestia leant down into his face and said in a menacing tone.

"Who are you, and what have you done with Callisto?"

"What have I done with Callisto? Why, I haven't done anything, you're looking right at me" Celestia put her face inches away from Shadow's.

"Be quiet, you are not my nephew, you are not Callisto, tell me this again and I swear that I will kill you where you stand"

"You always said you would Aunt Celestia" Celestia glared down at him and Celestia saw the other five holders of the Elements of Harmony surrounding him. Fluttershy looked over Applejack's shoulder and whispered.

"He looks like Callisto…..just different colors" Pinkie Pie grinned, jumping up and down, giggling.

"Yay! Prince Callisto got a paint job" Celestia looked up at Pinkie Pie and hushed her, looking back down at Shadow. The dark Alicorn glared back up at Celestia and then whispered to her.

"Are there any other male Alicorns in Equestria Celestia? Because I'm pretty sure you had them all murdered" Celestia got a stunned look on her face, and while she was distracted Shadow blew darkness into her face, rolling and flying away. The Alicorn instantly heard Fluttershy, RainbowDash, and Celestia following him quickly, their wings slicing the air as they flew. He also heard Applejack, Fluttershy, and Pinkie Pie following him from the ground. The Dark Alicorn smirked as he looked back at the Pegasi and Alicorn chasing him before tucking his wings in and dive bombing straight at the ground.

Right before Shadow hit the ground he concentrated, turning into Shadow itself, flying straight through the ground, though this magic only lasted a short time before he flew back up through the hill he had gone into, Celestia and the others were all stunned when they saw him fly out and quickly resumed their chase, though by now all except Celestia were becoming exhausted and Shadow had a lead on all of them.

Right when he though he was in the clear Shadow felt a pain in his shoulder and looked at it to see a hole seared in his fur, Celestia had grazed him with a bolt of magic.

The Young Alicorn dove down again, skimming the ground before tucking in his wings and beginning to run on the ground faster than any Earth Pony. Shadow smiled as he galloped through the forest quickly. The one thing Shadow forgot though is that there was a pony who knew this forest better than anyone chasing him.

Shadow felt someone hit him, and when he looked up Fluttershy was sitting on him, pinning his hooves to the ground with a look of anger on her face.

"Give me back Callisto" she said in the most angry voice she could manage, Shadow looked up at her and he felt Callisto stirring inside of his mind.

"Where is he! Where did you take him!" Shadow growled.

"I didn't take him anywhere Fluttershy, in fact you are looking right at him" Fluttershy looked down with a look of pain on her face, tears started to form in her eyes.

"No, no you can't be Callisto…you aren't the pony that I love" Shadow smirked up at her and whispered.

"Then how do I know that after I went into the forest you would always pick me up and let me stay at your house, how would I know that our first date was in Ponyville, we sat in the plaza and watched the fireworks together" Fluttershy felt a deep pain hit her hard and whispered.

"N-no, please, no Callisto" Fluttershy began to cry and Shadow saw this as his opportunity, he could escape. Shadow thought about shoving Fluttershy off of him, harming her, but then he realized that he couldn't do it, there was still a part of him that held him back from hurting Fluttershy.

Shadow looked out of the corner of his eye and saw the other ponies walking toward him, he glared at the ponies that were approaching and did something that only Callisto would ever do. Shadow put a protective arm around Fluttershy, shutting his eyes and accepting that this moment was over.

Shadow receded into Callisto's mind and Callisto felt himself return to power holding a sobbing Fluttershy against him. Callisto looked down at the pony he loved and then looked over at the others, who stood there with stunned expressions on their faces.

"Uh…what did I do?" Callisto asked and Celestia walks forward.

"Callisto, I need you to stand slowly, do not move suddenly or do anything without announcing it" Callisto raised a brow and slowly stood up, lying Fluttershy down gently and smiling nervously at the others, Fluttershy looked up at Callisto and whispered to Celestia.

"Please don't hurt him"

"Don't worry dear Fluttershy, I'm not going to" Celestia walked forward and examined Callisto before flicking his horn with her hoof, it glowed to life and Celestia nodded slowly before walking back to her place with the others.

"Alright Callisto, for now you are alright, but what just happened is very odd, in a couple days I would like Twilight Sparkle to run some tests on you, figure out what is wrong" Celestia looked back at all the other ponies who held the elements of harmony.

"Please, let us go and leave Callisto to figure out some things" Fluttershy looked up at Callisto and whispered.

"Uh, Princess Celestia, is it alright if I stay with Callisto?"

"Yes Fluttershy, that sounds alright, just try your best to be careful, you saw what he could do" Celestia nodded to the others and they left post haste.

Callisto walked over to Fluttershy and knelt down next to her, looking Fluttershy in her wide eyes.

"What did I do?" Callisto asked with concern in his voice, Fluttershy looked down at the ground before looking back up at Callisto.

"Well uh, I'm not sure exactly, just try to stay calm okay Callisto?"

"Uh….well, okay Fluttershy" the Pegasus put her head against Callisto's chest and whispered.

"Thank you Callisto"

"For what?"

"Thank you for caring about me Callisto, for a long while it didn't seem like anyone cared what I felt. Once when a griffon insulted me and made me cry none of the others came after me to ask if I was okay, I sat in my house and cried for hours, and none of my friends came to see if I was okay, I was beginning to think that nobody cared about me…." Callisto reached down and laid his hoof on top of Fluttershy's and replied to her with a whisper.

"You never have to worry about feeling that again Fluttershy, I care about you and I will never stop caring about you, I promise" Callisto leant his head against Fluttershy's, his horn tickling her ear.

Fluttershy smiled slightly looking up at Callisto.

"That's cute" she whispered and Callisto raised a brow.

"What do you mean?" Fluttershy giggled quietly and closed her eyes, snuggling her head into Callisto's chest.

"Fluttershy, I have to tell you something, in case you didn't already know"

"What is it Callisto?" Callisto looked down and sighed, closing his eyes before he looked back up at Fluttershy.

"In less than a year I am going to be executed by Celestia" Fluttershy's eyes widened and she whispered.

"W-why" she asked with a quaver in her voice.

"Because I'm an Alicorn….she thinks that I'll kill her" Fluttershy threw her arms around Callisto and cried into his chest.

"It's not fair, it's not fair Callisto" the Alicorn sighed and put his arms around Fluttershy.

"I know…I know"

Chapter 2

Callisto sat in Fluttershy's house with her later that night, Fluttershy had started a fire and it was burning fiercely, she and Callisto were lying next to it. Fluttershy had asked Callisto to tell her stories about his childhood, before she had met him. Callisto smiled at Fluttershy and nodded slowly as though to agree that this would be sure to entertain her.

"Well, I'll start with the story of my first flight, it was a bright autumn day, a perfect day for flying, it had been just a few days since my mom had given me my flying goggles. I knew that it would be an interesting day when I finally learnt how to fly. So get this, I start flapping my wings and I just sit there like a chicken"

Fluttershy giggled at this.

"That's cute"

"Don't I know it, anyway, I just sat there for a while as my mom watched me trying to fly, or really just float. My dad even stood there with a smile on his face, the first I had seen in a while. I kept trying to fly, but the best thing that I did was get my back hooves off the ground by about an inch, and when I quit flapping my wings I just fell forward onto my face, I must say it must have been the funniest looking thing ever buy my parents just sat there with encouraging smiles on their faces."  
"Your parents are kind like that" Callisto glanced over at Fluttershy and smiled.

"So are you Shy, anyway, I got back up and started trying again, straining with all my might to get off the ground. I felt my hooves start to life off before I looked down and saw that my mom was holding her up with her magic, I kept flapping though, acting like I didn't see the aura of magic around myself. My mom just smiled at me and I acted as though I were oblivious"

Fluttershy smiled at Callisto and he returned it with a wink.

"After a while I just closed my eyes and kept floating there, and then I heard my mom say that I was doing great, I opened my eyes and realized that my mom wasn't holding me up anymore, I was floating, I was actually doing it, unfortunately when I tried to move I fell out of my floating and face planted, trust me it looked even more funny than Pinkie Pie hyper on cupcakes." Fluttershy laughed and Callisto joined in, smiling over at Fluttershy.

"Anyway, being the stubborn colt that I was I jumped up and told her that I wanted to go again, that I could do it. My dad just smiled and insisted I had done enough for one day, I responded by finding the strength to float, just sitting there looking at my dad with a smile, he laughed and rolled his eyes before saying "Well son, you are doing quite impressive" he looked over at my mother and said with a smirk. "He must get it from you" my mom rolled her eyes and laughed quipping "Well of course he does, last time I checked I'm the only parent with wings" I laughed so hard that I lost my concentration and fell back down."

"How is it that you became such a good flier now Callisto? Sounds like back then anything could take you out of the air."

"Oh trust me, anything could, the sound of a cricket chirping once made me fall" Fluttershy laughed loudly as she leant back on her hindquarters, a hoof over her eyes, Callisto smiled at her and said with an embarrassed tone.

"I know, I know I was terrible, no need to laugh at me so loud Shy" the Pegasus smiled at the Alicorn she was sitting next to and nodded, composing herself and replying.

"Please continue"  
"Alright, so after I got over my laughing episode I stood up and started floating again, and this time I started moving, forward and backward, left and right, to and fro, it was the most fun I had ever had, I couldn't believe I was flying just like my mother did, right at that time I could imagine myself flying through the night carrying the moon across the sky with my mother, it was an amazing dream."

"It sure sounds like it." Callisto nodded and continued with his story, a fond smiling spreading across his face.

"I floated into the village, my little wings carrying me along slowly, all of the villagers smiled at me and congratulated me on learning to fly. I was so nervous flying around all these people and then I saw my Aunt Celestia walking through the village, I floated over and showed her that I could fly, my aunt loved that I had somehow managed to learn to fly before the age of ten, which was when she had assumed my mother would begin to teach me how to fly. I just smiled and replied to her that my mom told me that I should enjoy life while I had it, Celestia responded to this with a sad smile, I didn't really understand why she had looked so sad back then, but I guess now I understand, back then it must have been such a terrible thought that she would have to snuff out the energetic little life that was floating in front of her"

"It certainly would have been that way for me if someone had ever told me that I would have to kill my nephew."

"I don't think you could kill anyone Shy" Fluttershy leant her head on Callisto's shoulder and looked up at him as their wings wrapped around each other.

"You're right, I really don't like anyone to be hurt while I'm around, especially if it were someone from my family"

"That's why I think you're the most amazing, gentlest pony in all of Equestria" Fluttershy blushed and whispered.

"Thank you Callisto, please, continue with your story, I like to hear about your life" Callisto smiled and nodded, taking a deep breath and continuing with his story.

"So, I had just met my Aunt in the town and she led me back to my house, told me that I should practice flying with my mom, she said that if I did it with a flyer who was more experienced it would be so much safer before she flew of with a smile on her face. I went into my house and asked my mom if we could fly over to Ponyville, at the time Dash and I were really good friends and I knew she was learning to fly as well, I wanted to show her what I had accomplished" Fluttershy gave him a light smile.

"And let me guess, she already knew how to fly"

"She knew the exact same amount as I did, I rode over to Ponyville on my mom's back, I found Rainbow and showed her that I could float. She just smiled at me and did the same in reply, we spent almost the whole day racing around Ponyville at a snail's pace" Fluttershy laughed and nodded slowly.

"Everyone says that you races with Rainbow are pretty amazing now though"

"They are, trust me they're some of the most intense races you'll ever see in your life"

"Mind to share a story about one?" Callisto looked up at the ceiling as he thought.

"Hmmm..okay" Fluttershy grinned and waited for Calllisto to begin his story.

"Well, when I was around ten I had finally learned how to fly perfectly, though I had known how to actually fly for two years. Rainbow was as always right at my level of flying and so I challenged her to a race from Ponyville to Apple Jack's house and back, last one back has to buy the other person lunch. We shook hooves on it and lined up in the square of Ponyville, Pinkie Pie yelled go and we took off like arrows from a bow, we were gone almost instantly, the only thing we left behind were the streaks the colors of our manes"

"You and Rainbow Dash are the fastest ponies in Equestria, it's hard to believe"

"Tell me about it, anyway, we flew fast and we flew far, the whole time we flew we would have out hooves outstretched so as soon as we hit the farm we could launch off and fly back. I remember that as soon as the farm came into view I pulled ahead of rainbow, I touched the Apple Family house before using my front hooves to launch myself in the other direction, I twisted in the air and faced forward, gong forward again like a bolt of lightning. As I flew I could still hear Rainbow behind me, her sharp wings slicing the air as we flew, I felt us both closing in on Ponyville and when it came into view I looked to my side, Rainbow and I were neck and neck. I started trying to put more energy into my speed, but so did Rainbow, we were completely even when we reached Ponyville, we reached our arms out and gritted out teeth as we flew."

"So, who won?" Fluttershy asked with an inquisitive look.

"I'm getting to that, don't worry I'm to it" Callisto replied and smiled before continuing his story.

"So, Rainbow and I were neck and neck, we soared into the marketplace and hit the ground, at that point it was more of a test to see who could touch the place we started at, I slid forward, skidding up lots of dust, as did Rainbow. I felt my hoof his the piece of wood that made up a cart and when the dust cleared I saw the Rainbow wasn't touching it, I helped her up before saying in a cocky tone "Looks like you owe me a lunch""

"Is that how intense it is every time you and she race?" Callisto nodded as he crossed his arms over his chest, a thoughtful smile on his face.

"Dash and I are the fastest in Equestria, but it's been a constant race to see who is the fastest." Fluttershy nodded and leant her head against Callisto's shoulder.

"I love your stories Callisto" the young Alicorn smiled down at Fluttershy and replied.

"Thanks, I try my best"

"You know Callisto, we've talked about the past, do you ever think about the future?"

"All the time"

"Not your execution, I meant if Celestia spares you" Callisto leant into Fluttershy with a smile, replying in a gentle tone.

"All the time."

Chapter 3

Callisto woke up early the next morning, the dying embers of the fire still warming him slightly. Callisto smiled at Fluttershy, whom he still had his wing around, the cream colored Pegasus was still sleeping peacefully, Callisto smiled down at her and slowly moved his wing off of her before replacing it with a blanket. The young Alicorn stood and walked around the house, examining all of the things that were in Fluttershy's house. He smiled at all of the pictures, one of the pictures even being of Fluttershy and himself sitting in a meadow, he remembered the day that Rarity had drawn it. It had been a bright sunny day earlier that year, just as Spring had emerged, in the picture it seemed as though the leaves had been blooming as Rarity was painting them.

Callisto smiled to himself and then he felt a pair of hooves around his waist, he jumped and heard a squeal of fear, he looked back and saw Fluttershy standing there blushing brightly.

"Sorry" she whispered and Callisto laughed.

"You know, I think when you scare somebody they're the one who is supposed to be scared"

"Well, I don't often scare people" Fluttershy replied in defense. Callisto smiled and nodded, looking back at the picture.

"I know Shy, I know"

"I remember that day like it was yesterday"

"It was a wonderful day" Callisto nodded in agreement and then he felt Fluttershy lean against him with a sight sigh as she put her head on his shoulder.

"Shy, if you're really that tired you can go back to sleep, I think my Aunt will be by soon to take me to Canterlot with Twilight Sparkle to run some tests on me"

"Well, I'm coming with you" Fluttershy replied crossing her arms over her chest.

"I'm not letting you go alone Callisto"

"I won't be alone"

"You know what I mean, don't be stubborn" Callisto cracked a smile and nodded in agreement. Callisto smiled and walked to the door and looked out the window as he heard a noise outside, Celestia was standing there, Callisto opened the door and smiled awkwardly at Celestia.

"Hello nephew, are you ready to go?" Callisto smiled nervously and replied.

"Sure, uh, let's go." Fluttershy walked out of the house and stood next to Callisto, Celestia turned and walked back down the path to Fluttershy's yard, Callisto and Fluttershy followed her, each exchanging nervous smiles.

Celestia spread her wings and took off, Callisto and Fluttershy smiled and followed, even though Callisto knew that he was going to be tested on there was still nothing that could destroy the times when he flew, when he was as free as a wild bird with no cage and no worries.

Callisto did a barrel roll over Fluttershy as they flew, smiling down at her, Fluttershy looked up at him and laughed. The two soon made a game of this, rolling over and under each other as the trio flew.

Celestia looked back at the two and raised a brow, though she had a smile on her face she also had a confused look.

"What is it exactly that you two are doing?"

"Playing" Callisto replied and laughed as Fluttershy rolled under him before coming up to rub against him with a smile.

Callisto laughed and looked at Celestia.

"See Aunt Celestia, it's fun" Celestia laughed and nodded slowly.

"I see, I see" Callisto and Fluttershy continued to fly around each other, their eyes sparkling with happiness as they enjoyed their time together, neither of them wanted to think that this kind of thing would never end, and they didn't, they pushed the thought completely out of their minds.

Eventually Fluttershy got tired and she just floated next to Callisto, he smiled over at her and continued to fly right beside her. Callisto grinned when he saw Canterlot below him, he then realized he hadn't been home in a few days.

"Aunt Celestia is it alright if I stop by and see my mom?"

"They're already at the lab, waiting for you" Celestia replied as she glanced back at Callisto.

"So uh, yeah, the lab, what kind of tests are we going to be running exactly?" Celestia looked at him with a worried look.

"Oh, well first we're going to do a mentality test, and then we're going to test the magic that you have, its essence, to see if you're good or evil"

"I'm not evil Aunt Celestia" Callisto replied with a mad glare in eyes, Fluttershy spoke up.

"And I know that for a fact, whatever it was that happened the other day, that wasn't him" Fluttershy said in a firm voice and Celestia sighed, looking down at the ground as they landed at the lab.

Celestia walked into the lab first with her head held high, Callisto followed her closely, when they entered Luna stood by the door, she hugged Callisto tight when he came through the door.

"Oh my baby" she said quietly as she stroked Callisto's mane, Celestia watched her sister do this before sighing.

"Luna, we need to run the tests, we want to figure out what is going on."

"And you think I don't?" Celestia sighed and took a step toward Luna.

"No sister, I know that you want to figure it out more than any of us"

"You're right" Luna replied and let Callisto go, Celestia looked at Fluttershy and whispered gently to her.

"Fluttershy please stay with Luna, I will let you know when you can come in" Fluttershy looked slight hurt but nodded and went to stand by Luna. Celestia led Callisto down the hall, deeper into the lab, Callisto glanced nervously at all of the rooms they passed, his nervousness increasing with every step he took.

"Callisto, you must understand, we are not going to hurt you, you will be fine"

"But what if you figure out I'm evil?" Celestia looked over at Callisto and closed her eyes before whispering.

"Then you will have to be executed" Callisto stopped dead in his tracks, his eyes wide, he whispered.

"No, no, please Aunt Celestia no"

Celestia ignored Callisto as she led him into one of the labs, Twilight Sparkle sat there getting things ready and when Callisto walked in Twilight smiled nervously.

"Hey Prince Callisto, uh, are you ready?"

"I guess so Twilight" Callisto replied before lying down on the examination table in the middle of the room, Twilight walked over and began to looking over, making note of every scar and scrape on his body. Twilight asked Callisto to spread his wing and he did so, Twilight made note of every single feather on Callisto's wing before requesting permission to examine his horn.

Callisto replied that Twilight could do whatever she need to in order to get the test done. Twilight nodded and touched Callisto's horn, which reacted to another Unicorn touching it by glowing and releasing some of its magic. Twilight captured the essence and took it to the table, Callisto closed his eyes nervously, he had seen his magic, it was bright blue, that couldn't possibly mean evil….right?

Twilight called Celestia over and gestured to the essence, saying something that Callisto couldn't hear, in fact he didn't want to hear it.

Celestia walked over moments later and nudged Callisto with her nose, Callisto opened his eyes and Celestia smiled softly.

"Callisto, your magic is good, though there are traces of darkness, Twilight informs me that this must be so because you have not been able to ever use your magic, and so the dark magic inside of you has been slowly building."

"So…..I'm not going to be executed?" Celestia smiled and shook her head.

"No Callisto, you are safe, there is not a thing to worry about, I will inform your mother and Fluttershy that you are okay, and then we shall talk about you learning how to use your magic properly" Callisto grinned.

"Really?" he asked and Celestia nodded before walking out of the room. A few minutes later Fluttershy ran in and tackle hugged Callisto, knocking him back onto the table with a grunt, he laughed and hugged Fluttershy back. Luna and Celestia walked in calmly, Luna had a wide smile on her face.

"This is great news!" Fluttershy exclaimed and grinned. Callisto hugged her and smiled down at her.

"It sure is" Celestia stepped forward with a smile on her face and said to her nephew.

"Callisto, I am happy to say that from here forth until the day you turn sixteen I will be teaching you magic and how to use it properly" Callisto smiled and nodded.

"Can't wait" he said with a smirk.

Chapter 4

Callisto and Fluttershy walked around Ponyville as the stars came out, it had been a week since Callisto had been told he wouldn't be executed, he was ecstatic, and he had already sent Cadence a letter asking for the engagement ring he had wanted made for when he wanted it. Callisto smiled over at Fluttershy, who had a flower stuck into the swoop of her hair and a small group of fireflies flying around her head. Callisto leant over and pecked Fluttershy's cheek and smiled at her.

"How are you feeling tonight?" Fluttershy asked with a smile on her face. Fluttershy asked Callisto that every day since he had begun to learn how to use his magic, and every night he replied in the same way.

"I'm doing amazing since I've been free" Callisto said and Fluttershy nuzzled against Callisto.

"You know Callisto….lately I've been thinking a lot, a lot about us" she whispered and Callisto smiled.

"Well, I have been too" Callisto replied and Fluttershy smiled up at him.

"More than usual" she said and Callisto raised a brow with a smile on his face.

"Would you mind elaborating?" Callisto asked as he and Fluttershy walked through the fields on the way back to her house.

"Well, I mean I dream about us every night, I dream about our future?" Callisto looked down at Fluttershy with a slight smile.

"Oh, you do? Would you mind telling me one of these dreams when we get home?"

"I would love to" Fluttershy replied and so for the remaining amount of the walk they were silent, occasionally casting loving glances at each other.

Fluttershy and Callisto walked into the house, Callisto shut the door behind them and smiled at Fluttershy.

"Alright, mind explaining one of these dreams now?" Callisto asked as he sat down on the couch, Fluttershy sat down next to him and smiled at her Alicorn love.

"Well, it always starts out the same, just like we are right now, a simple date in Ponyville or Cantelot" Fluttershy trailed off dreamily and then continued.

"I always know that there is something on my mind, but I can't quite place it, but you always smile at me and make me feel amazing just by looking like you, just like you do in real life." Callisto grinned and draped his wing over the Pegasus as she told her story.

"We walk through the town the entire day, it's a great time, we talk and laugh and see friends, and you tell me you love me, my hearts flutters and does backflips in my chest, it's such an amazing feeling when you tell me that you love me" Callisto smiled and leant his head against Fluttershy's.

"I do love you Shy" Fluttershy blushed and replied.

"I love you too Callisto" she replied and Callisto smiled before Fluttershy continued her story.

"Eventually we get back home….both of us tired after our long day out, I give Angel a carrot and we curl up next to you, I can still feel this amazing thought in the back of my mind but I can't place but it is. You hold me tight and we cuddle the entire night, just spending so much time in each other's arms, swaddled in each other's love. Callisto it's the most amazing dream" Callisto smiled and kissed Fluttershy's cheek.

"There's more, isn't there Shy?" Fluttershy smiled and nuzzled Callisto's cheek and whispered.

"You know me so well Callisto, there's still one thing that I have to tell you"

"What is it?" Callisto whispered and Fluttershy looks up at him with a smile on her face.

"In every single dream….right before we fall asleep together I remember what I had to tell you, I was pregnant, pregnant with our colt" Callisto grinned and hugged Fluttershy.

"That just sounds like an amazing dream" Callisto said with a smile and Fluttershy kissed him gently, her eyes shut, Callisto held her close and kissed her back, the kiss was full of love, their first true kiss was the most amazing kiss that they would ever feel, it was so amazingly emotional, beautiful, caring.

When they parted the kiss Callisto smiled down at Fluttershy and she looked up at him with a nervous expression.

"Don't tell me part of the dream is true" Fluttershy giggled nervously and kissed Callisto's cheek before replying.

"Well, the part where I love you is true, but no Callisto, I'm not pregnant, it's just that, well that was our first real kiss wasn't it" Callisto smiled and nodded.

"Our first kiss that wasn't in the midst of a throw of passion, a kiss that was equally gentle, equally passionate between us" Fluttershy looked up at Callisto and whispered.

"Well Callisto, thank you for loving me, thank you for caring for me and being there for me these last few years, it's amazing, it's great, I wouldn't trade this for anything, I don't know what I would do without you Callisto" Callisto smiled and nuzzled Fluttershy's cheek and whispered.

"Well, honestly I think the only thing that would change is that you wouldn't have me to cuddle with on these kinds of nights" Fluttershy leant her head on Callisto's cheek and whispered.

"I would miss that so much…" she whispered and Callisto smiled before kissing her cheek and whispering.

"You don't have to worry about being without it Shy, I'll always be there for you, I promise that I will never leave you" Callisto noticed Fluttershy's eyes had begun to droop, he pulled a blanket over the both of them and laid his head down, Fluttershy used his neck as a pillow and whispered in his ear.

"Goodnight Callisto"

"Goodnight Shy"

"Callisto, uh before we sleep we could we try something?"

"Sure, what is it?" Callisto asked and Fluttershy whispered in his ear, Callisto smiled at her and whispered.

"Sounds great".

Callisto found himself in a maze, or at least what seemed like one, the entire world was made of stone, around Callisto there were so many different passages, all seeming to go in different directions. Callisto looked around curiously and began to walk down one of the passageways. He looked around and called out.

"Hello?" Callisto called and he heard a faint reply, a gentle beautiful voice called back to him.

"Callisto?" he recognized Fluttershy's voice and he called again.

"Where are you?" Callisto called and continued to walk through the passage, he heard Fluttershy's voice bounce off the walls again.

"I don't know Callisto, it's dark"

"Don't worry Shy I'll find you I promise" Callisto replied and continued to walk down the passageway.

"Callisto!" Fluttershy suddenly exclaimed and Callisto ran forward, turning quickly through the passages as Fluttershy continued to scream.

Callisto eventually came into a large circular chamber where he found Fluttershy, she was lying in the middle with a small mass of black fur lying beside her.

"Shy, what is that?" Callisto asked keeping his distance. Callisto saw the small ball of fur raise a head, looking at him with big eyes, big innocent eyes, it was a colt. His colt. Callisto looked around and walked forward, approaching Fluttershy and the small colt lying next to her with fear in his eyes, the little colt was scared of the darkness.

"You're alright" Callisto whispered to the colt as he approached, the little one looked up at him and then Callisto heard an evil laugh.

"Well Callisto, you found them, now say goodbye" Callisto watched as Fluttershy and the colt faded into darkness, he dove forward in an attempt to grab them but they were already gone. Callisto heard someone laughing behind him, when Callisto turned he found Shadow standing there.

"Why are you still here, I've used my magic, you should be gone"

"Yeah, I should be, but you know why I'm not?"

"If I did you would be gone" Shadow frowned.

"Oh that's not very nice, anyway, Callisto I'm not from your magic, I am the child of Sombra and Chrysalis, put into your mind by their power and given shape by Celestia's betrayal a year and a half ago, essentially I am your shadow"

"If you're my Shadow then light should banish you, I am light, and I order you out."

"Out of your mind?"

"Precisely" Callisto smirked and Shadow shrugged with a hurt look on his face.

"Well, if you insist, after all since you're sleeping your body is up for the taking" Shadow smirked and then disappeared, Callisto began to yell.

"No! That's not what I meant! Come back here!" but Shadow was already gone.

Chapter 5

Shadow opened his eyes and glanced over at the mare he was lying next to, Fluttershy was curled up close to him with a peaceful look on her face. Shadow rolled his eyes before sliding out of the bed, Shadow heard Fluttershy stir and then whisper.

"Where are you going Callisto?" Shadow realized that the mare hadn't opened her eyes, she was just knowing by touch.

"Oh, I needed to step outside for a minute, don't worry Fluttershy" the mare sighed and turned over, cuddling up in the blanket that she was lying under. Shadow felt something tug at his heart but shook it off, he couldn't have feelings, especially not for this mare. Shadow's only feeling was the feeling of being urged to complete his mission. A mission that would change the face of Equestria forever, maybe even destroy it.

Shadow walked out of Fluttershy's house and stood outside, examining his surroundings, the forest laid out in front of him, and the small city of Ponyville farther off, and then, in the farthest distance, there was Canterlot. Shadow looked at his wing, which still had a hole in it from when Celestia had him with a bolt of magic previously, there was no way that Shadow was going to be flying to Canterlot, and it was almost definitely too far for Shadow to hoof it the entire way to the city.

"Hm, perhaps I should just get into Ponyville, get to know some people before I do anything" Shadow walked into Ponyville's plaza and sat on the fountain, of course by then all of the ponies were asleep but there were two who would never sleep again.

Chrysalis and Sombra had found their way out of the forest, they swirled and took form in front of the young Alicorn stallion who sat on the bench, Sombra had a wicked grin on his face, as did Chrysalis.

"Well well well if it isn't our prodigal son himself" Chrysalis said before walking over to Shadow and sitting with him.

"Yeah yeah, why are you two here?"

"I think the better question is why are you here and not in Canterlot" Sombra replied to his son's inquiry.

"I can't fly"

"Is that so? Mind telling us why?" Shadow spread his wing and showed his parents the hole in his wing. Chrysalis laughed and looked at Sombra.

"Now he looks more like me" she commented before using her magic to pull the skin and feather of her son's wing back over the wound, Shadow flapped it slowly just to check it it worked and was surprised when it did, he didn't think that his mom's magic would work very well.

"Thanks" Shadow said to Chrysalis who nodded, Sombra walked forward and said to Shadow.

"So, you do remember the plan, correct?"

"Of course father, the entire plan focuses on me killing Celestia" Sombra grinned and nodded.

"Good, good, you do remember, now, how are you going to go about doing this?" Sombra asked as he began to pace in front of his son.

"Well father, I plan to begin a war, a war unlike any that Equestria has ever seen" Sombra laughed evily, but none heard it besides Shadow and Chrysalis.

"Good, good, this will be so interesting, I cannot wait for this to all unfold and I can watch it, always such an entertainment, war" Sombra nudged his son.

"Alright Shadow we healed your wing now I want you to head to Canterlot and gather some information, I hope you understand that we don't want you to get caught, because if you do then this whole plan is for nothing."

"I know that"

"Well then why don't you go ahead and get to it" Sombra asked and Shadow shrugged before jumping off of the fountain.

"Alright dad, fine I'll go, I'll be leaving now" Shadow smirked before stretching his wings with a groan. The young Alicorn walked between his parents and took off to start flying towards the large city. Shadow smirked as he began to slowly twist and turn through the air, as his first experience as a flier had been very much so disrupted by Celestia and the other ponies. Shadow smirked at the thought of outrunning the Princess of Equestria, and then being captured by the most nervous of all of them, the mare, Fluttershy, the one that Callisto had feelings for Shadow found it completely stupid that his alter ego actually had feelings for somebody, the dark Allicorn knew that if he and his ego didn't have feelings for anybody that the both of them could be so much greater.

"If only the mare had not gotten to him, maybe she wouldn't have gotten to me too" Shadow said as he felt his own cold heart give a gentle stir at the thought of the mare that Callisto had fallen in love with.

The dark Alicorn swooped down into the square of Canterlot, his wings folding against his back. Shadow walked through the square with a smirk, this place was great, so much better than that dump Ponyville.

"Well, as long as I'm gathering intelligence I might as well enjoy myself" Shadow muttered to himself before walking over to a small cart that had apples on it, Shadow picked up one of the apples and took a bite out of it, walking slowly away from it he smirked as he headed toward Celestia's palace.

"This is going to be fun."

Inside Callisto's Mind

Callisto stumbled through the darkness that was left behind when Shadow left.

"How in the world did Shadow find his way around in here?" Callisto pondered to himself as he ran his hoof over the wall next to him.

"Callisto" the young Alircorn heard a faint voice call out to him. Callisto looked around and called out with a slight quaver in his voice.

"Who are you?" he called and Callisto heard the voices turn from one to three as though the person had split.

"It is us Callisto, those who are the influence of the light, those who make sure you stay on the path of good."

"But who?" Callisto called again and saw Princess Cadence, as well as Princess Celestia, standing in a light not far away. Callisto grinned as he saw the two women who had influenced his life the most besides his mother who stood there in the light, each beckoning to Callisto with their hooves.

Callisto began to walk forward, the light searing his vision as he walked. The young Alicon joined Celestia and Cadence in the circle of light that surrounded them.

"Callisto" Celestia whispered as put a hoof on her nephew's shoulder.

"It's odd to see you here isn't it" Cadence said with a smile.

"You know Cadence, it's just as odd to see you here" Callisto replied and Cadence smiled before placing a gentle kiss upon Callisto's cheek.

"I'm so sorry that it's ended up this way" Celestia said to Callisto, he looked up at Celestia with a raised brow.

"What do you mean?

"I never wanted you to end up here, in this dark place, we kept Shadow contained her for as long as we could, but he became too powerful"

"Then why didn't you know about this in the real world?!" Celestia smiled kindly at Callisto and replied with a gentle tone.

"We didn't know anything about this in the real world because we are not the real world renditions of ourselves, we are embodiments of ourselves created by your mind to give the side of light a form other than just a spectrum, we are the good in you, and we will try the best that we can to keep you with us, we will not let you turn dark, the only way that we say this will happen is if you willingly choose it"

"I will never go dark, I told both of your before that I would never ever go dark" Celestia and Cadence both smiled at Callisto before Celestia replied to Callisto.

"That was before your magic was unleashed, before Shadow began to take such an effect on you Callisto, his will may be stronger than yours" Callisto set a determined look on his face and replied to his Aunt.

"Well, he may have a stronger but I have a motive that will drive me to destroy Shadow, a motive better than power or greed." Celestia raised a brow before inquiring.

"What might this be dear nephew?" Cadence raised a brow, she herself wondering deeply what her dear friend was referring to.

"Cadence, you of all people should know this, I mean love" Callisto looked at the ground in front of him, a picture of his one true love Fluttershy beginning to form in his head, he looked up at his Aunt and spiritual mother with determination in his eyes.

"If not anything else, I will fight to get back to Fluttershy, because I love her, and love can conquer anything."

Chapter 6

Callisto woke up in Canterlot, sleeping lazily on a spire at Celestia's temple. Callisto stood up and looked around slowly, his vision blurry and his mind slurred, his head spinning. The Prince looked down and saw the guards of Celestia's palace marching around the grounds, their dark eyes looking around, checking under every brush and between every gap in the foliage.

Callisto raised a brow before swooping down and landing next to the guards.

"Hey guys…what's going on?" Callisto asked as he walked toward the guards, they all spun and glared at Callisto. Their eyes glowed with caution and fury.

"Prince Callisto you are trespassing, Princess Celestia decreed that no one is to be on the Palace grounds today, why are you here?" Callisto raised a brow.

"UH sorry guys I didn't know that I wasn't supposed to be here, I was kind of sleeping"

"Sleeping where?" Callisto smiled slightly before pointing up at the spire he had been sleeping on.

"Well now you know Prince Callisto, so please leave" Callisto raised a brow before muttering.

"Geez, the nerve of some people" Callisto muttered and smirked at the guards.

"So, no one can be on the grounds?" The guards all nodded in agreement and Callisto smirked.

"Why don't you go tell Princess Celestia that her nephew requests permission to be on the grounds" the guards all glared at Callisto and he smiled nervously.

"Uh, I guess not?" The guards all continued to glare at the young prince and he sighed.

"Fine, I'll be going now, tell Celestia I said hello" The guards all nodded slowly and Callisto took off into the air. The Alicorn looked down at Canterlot and saw the crowds milling around as they went to their daily activities, Callisto even saw his mother and father, a smile came to his lips before he continued to fly on.

Callisto spun and whipped through the air, before Rainbow Dash crashed into him with a grin, the Alicorn did flips through the air before righting himself and glaring at Dash.

"What was that for?" Callisto exclaimed and Dash laughed as she floated backwards.

"You weren't paying attention your majesty" Dash replied and laughed.

Callisto glared at Dash and replied.

"Well I was trying to be peaceful, you know I've been dealing with a lot of stuff lately" Dash rolled her eyes and smiled.

"So, anyway, when are you going to propose to Fluttershy?" Dash asked with a grin, Callisto's eyes widened and he blushed deeply.

"What do you mean, I never said I was going to propose to her" Dash rolled her eyes and drifted on her back with a smirk.

"Well it's kind of obvious Callisto, you two have been together longer than anyone I know, and you guys are so adorable" Callisto smirked

"Just like you and Spitfire?" Dash blushed and shot back.

"Oh be quiet" Callisto laughed and grinned at Dash.

"Anyways, seriously when are you going to propose, you have no idea how excited she is and she's waiting for it"

"Really?"

"Well duh Callisto" The Alicorn rolled his eyes.

"Well you know what Dash, when I do decide to propose you'll be second to know"

"Wait, who will be first?"

"My girlfriend" Callisto said with a smirk before flying off again, leaving Dash with a smile on her face.

Callisto flew toward Ponyville as the thought of proposing to Fluttershy formed in his mind. He smiled at this thought and decided he was going to head to the Crystal Empire.

As the very thought of the Crystal Empire came into Callitsto's mind he felt darkness rising in him.

"Oh no, not again" Callisto said before he seemed to fly through a cloud of darkness emanating from him, when he came out of the other side it was not Callisto but Shadow who was flying, the dark Alicorn tossed an apple into the air lazily with a smirk on his face.

"Well, it seems it's time to start making some friends" the dark prince said before dropping the apple and flying towards its source, Sweet Apple Acres.

When Shadow arrived at the home of the Apple Family they were already hard at work bucking apples and such, the Alicorn walked in casually and smiled before saying to Applejack, who was currently examining a tree.

"Howdy there Applejack" Shadow said with a horrid country accent. Applejack jumped and spun to find Shadow standing there with a smirk on his face.

"Now who in the heck are you" Applejack asked as she looked Shadow up and down. Shadow smiled and replied to her.

"Well, most people call me Shadow, but you can call me whatever you want" Applejack walked around Shadow, looking him over with a smirk on her face.

"Well, you sure do look familiar, but I've met a lot of ponies, what are ya here for Shadow?"

"Well honestly I would like to talk with you and the rest of your family, if that could be arranged" Appljack grinned and replied to him.

"Well you're lucky Shadow, whole family is in town for the Apple family reunion, I could introduce you to them right now" Shadow raised a brow with a smile.

"Really, you would do that?"

"Apple family is always happy to make new friends, come on" Applejack led Shadow to the large farmhouse that, at the moment, held most of the Apple family. Applejack opened the door and called everyone out, they all piled out and stood in front of Shadow, whose eyes widened when he saw how big the actual Apple family was, not just in size but in strength, even the oldest of the males still seemed to have plenty of muscle on them, Shadow patted himself mentally on the back. He was making a great choice.

"Family, I would like you to meet Shadow"

"Hello Shadow" most of the family replied, the ones who didn't reply just raised their brows at the Alicorn.

"Hello Apple Family, today I am here to approach you with a proposition" some of the males raised a brow, Applejack gave Shadow a suspicious look.

Shadow grinned and began to walk back and forth, his eyes on the ground as he did so.

"You see, I know that you are a business family, yes?" Everyone in the family nodded in reply. Shadow looked up at the sky and then back at the family gathered in front of him.

"Well, I regret to inform you that soon, there will be a civil war in Equestria." All of the ponies gather in front of Callisto's eyes widened to the size of saucers.

"What do you mean?" One of them said loudly and Shadow sighed.

"Soon, there will be a war between Luna and Celestia, but I assure you that if you join me, if you fight for Luna, that your trade will not be restricted by the Solar Empire anymore, but made better by the Lunar Republic" The Apple family instantly broke out into argument among themselves, some calling for taking Shadow before Celestia for treason, others saying that they like the idea of better trade, meant more money and prosperity for the family, finally Granny Smith spoke up, and as the eldest of the family, everyone listened to her.

"Y'all listen now, I'm the matriarch here, and you all are going to listen to me, we've always looked out for ourselves and never gotten into anyone's business" Some of the men all smiled at this, thinking Granny was taking their side.

"But, maybe that is our problem. We've always had problems with trade, maybe now is the time that we change our ways, if what the boy says it true, then it can help us" Granny Smith looked up at Shadow and asked.

"You are being truthful, correct?" Shadow nodded with a smile and so Granny Smith replied to Shadow.

"Alright boy, if it will help our trade and our family then we will fight for you in your war, you just best pray that it doesn't backfire on us" Granny Smith extended a hoof, Shadow walked forward and shook it with a smile on his face.

"It shall not, trust me you will not regret this Granny Smith" Applejack frowned, she knew that she couldn't fight for Luna…and so she would have to fight against her family.

`Chapter 7

Callisto woke up with a shadow over his face, he was in the bed that he and Fluttershy shared, and she was sitting next to him, looking down at the Prince with a worried look in her eyes, but when Callisto woke up the mare smiled and whispered to her love.

"Callisto, are you alright?" Fluttershy asked and he smiled.

"Of course I am Shy, why do you ask?" Fluttershy sat back, biting her lip nervously.

"Well, when you came back last night you didn't seem like yourself, you were dazed and wobbling all around, you didn't look like you could stand well..so I helped you up here, you just seemed really sick" Callisto sat up and kissed Fluttershy's cheek.

"Don't worry about me love, I'm perfectly fine" Callisto replied and Fluttershy nodded slowly and stepped off of the bed, she picked something up off of the bedside and put it in front of Callisto, it was a small chest with a note stuck to the top.

"Princess Cadence bought this over while you were sleeping" the mare said shyly and Callisto smiled as he sat up.

"What it is?" he asked and Fluttershy shrugged.

"I don't know, Cadence told me not to open it" Callisto understood then, Cadence had delivered the ring to him, the Prince smiled at his love, the mare he would make his princess, and sat the chest to the side, picking the note off the top.

"Do you know what it is?" Fluttershy asked and Callisto laughed.

"Of course I do, but it's a surprise" Fluttershy smiled.

"I like surprises"

"I know you do love" Callisto replied to her and stood up, opening the note and began to read it, the note read as such.

_ "__Dearest Callisto,_

_I sincerely hope that this gift finds you and good spirits, as well as in good love, I sincerely hope that you may use this to give to Fluttershy, as you two are so beautiful together, and if you do give this to her I cannot wait until I see the colts or foals you have together! I am sure they will be beautiful!_

_Sincerely,_

Princess Cadence"

Callisto smiled and turned back to Fluttershy, glancing over at the chest that held the ring that could change his life forever, make him and Fluttershy's life better, and make them both united in love forever. Callisto grinned and walked over to Fluttershy, grabbing the chest off the nightstand.

Callisto smiled nervously at his loved and whispered.

"Shy, I really want to ask you something."

"Oh….okay Callisto, what do you need to ask?" She asked with a smile.

Callisto took a deep breath before closing his eyes, opening them once more to look into his love's eyes. Callisto took Fluttershy's hoof in his before smiling up at her, holding the chest up.

"Fluttershy, love I never want to be without you in my life, I love you and I always will…..will you marry me?" Callisto asked before opening the chest to reveal the magnificent crystal engagement ring that sat upon a bed of velvet.

The mare's eyes widened and she looked into Callisto's eyes before looking back down at the ring that sat before her, the ring that was being presented to her. It was the ring that could change her life forever. Fluttershy looked again deep into her love's eyes and whispered.

"Yes Callisto, yes I'll marry you" she said with a nervous and excited tone. Callisto grinned and leant forward to kiss her gently, both of them could feel the love radiating from the other, in this greatest moment of their lives.

When they broke the kiss Callisto picked up the ring and slid it onto Fluttershy's hoof, the mare looked down at it with a grin and whispered.

"I love you Callisto"

"I love you too Shy, and I always will" Fluttershy leant her head against Callisto's and smiled, her eyes closed Callisto looked at her with a smile on his face as well.

"Shy, would you like to go see my family, let them know the big news" Fluttershy blushed and whispered.

"Well, I would like that" Callisto grinned and opened the door of their house with a grin.

"Let's go love" he said and laughed. Fluttershy walked out of the house and the pair took off together, flying through the air toward Canterlot.

Callisto and Fluttershy arrived at his old house and smiled as Callisto knocked on the door, Luna opened the door and grinned.

"Callisto!" she exclaimed and hugged him, the Prince hugged his mother back and smiled.

"Mom, can we come in?" Callisto asked and Luna grinned.

"Well of course! Come in! Come in!" Callisto and Fluttershy both walked into the house, they noticed that Fancy was sitting in the living room and he smiled at the couple.

"Good afternoon son, Fluttershy" he said with a nod and Luna walked in before sitting next to Fancy on the couch.

"Mom, Fluttershy and I came over here to tell you something" Callisto admitted and grinned.

"Well Mom, I proposed to Fluttershy, we're getting married" Luna's eyes widened and she grinned at Callisto.

"Oh my that's great! That's amazing Callisto!" she exclaimed before running over and hugging Fluttershy.

"Welcome to the family honey!" she exclaimed and Fancy smiled nervously at his son.

"Callisto, are you sure that you're ready to get married?" Callisto rolled his eyes.

"Dad I'm perfectly old enough, you know that a lot of ponies get married at this age"

"Yes I know son, but they aren't the Prince of the Moon" Callisto smiled and shrugged.

"Well, every prince needs a princess doesn't he?" Fancy Pants shrugged in reply.

"I suppose so" Callisto smiled before he saw Prince Blueblood out the window, instantly feeling the darkness rise Callisto excused himself before quickly leaving the room.

Minutes later Prince Blueblood was walking by an alley with a smile on his face, which instantly disappeared the moment he was pulled into the alley by a dark Unicorn, or at least who appeared to be a unicorn.

Blueblood's eyes met his Shadow's own blue eyes and smiled nervously.

"Oh uh well hello, may I ask your name?  
"My name is Shadow, and you are Prince Blueblood, yes?" Blueblood smiled and nodded slowly.

"Well your majesty, I would like to give you a proposition" Blueblood looked around nervously and replied with a slight smile.

"Oh, well would you mind explaining to me what this proposition is?"

"Well Blueblood, there is a war coming soon, and you are a Prince, I think you deserve a kingdom"

"A kingdom? All to myself?" Shadow laughed and nodded, a manipulative smile on his face.

"Blueblood imagine this, you with an entire kingdom at your hooves, and entire kingdom at your beck and call, willing to do anything you ask" Blueblood grinned and nodded.

"I love this thought, but I do not know who you are"

"My name is Shadow"

"Well, Shadow, would you mind explaining to me this plan of yours in which I become a king?" Shadow laughed and shook his head slowly.

"Now Blueblood, that would ruin the fun, let's just say there's going to be some fighting, a little bit of destruction, badda bing badda boom you're a king, all I need is every single guard that looks after you"

"After I give them who will look after me?" Shadow raised a brow and smirked at Blueblood.

"It's your choice, be without royal guards for a short amount of time or become a king over the whole of Equestria, which will it be?" Blueblood bit his lip.

"I want to be a king!" Blueblood exclaimed and Shadow laughed.

"Good, it's a deal then" Shadow held his hoof out to Blueblood, who shook it in earnest.

"Thank you so much Shadow, I cannot wait until I become a king, I will have the guards know that they are under your command" Blueblood grinned before walking away, standing tall with a smug smile on his face.

"Oh thank you Prince Daydreamer"

Chapter 8

It had been two weeks since Shadow had recruited BlueBlood to his cause, Callisto and Fluttershy were in Ponyville eating lunch together when Rainbow Dask swooped down and skid to a stop next to the happy couple.

"Hey!" Dash exclaimed and grinned at Fluttershy.

"I see he proposed" Fluttershy nodded in agreement to Rainbow's observance.

"So, when's the wedding?" Rainbow asked with a smile and Callisto leant back, putting two hooves behind his head.

"I think that we decided the wedding was going to be in a little more than eight months" Dash grinned before jumping up and down excitedly in a very Pinkie Pie like way, speaking of whom the grinning Pink pony, almost on cue, came back to their table with the other three ponies that held the elements of harmony, Pinkie and Dash had already talked to Callisto about marrying Fluttershy, but he had yet to hear from Twilight, Applejack and Rarity.

Rarity, being Rarity, had nothing to say about anything besides the decorations and the clothes.

"Oh Fluttershy you'll look so beautiful, if you let me design your dress anyway, and I can make the wedding hall so very amazing!" Rarity exclaimed and Fluttershy blushed, the shy pony couldn't tell Rarity no, and Callisto on the same hand did not want to invoke Rarity's wrath so they both just smiled and nodded in agreement.

Twilight was the next to speak up.

"Have either of you thought about how this is going to work? I meant you are the first Alicorn male Callisto, and marrying a Pegasus? What will your foals be like?"

"I'm going to guess that they're going to be alicorns" Callisto rebutted before taking a bite of his sandwich, Twilight continued.

"Actually since the Alicorn gene is dominant in males, you are given an almost complete chance of having an Alicorn foal" Callisto nodded with a slight smile.

"Why are you smiling?" Twilight questioned with a raised brow and Callisto replied.

"Well, I kinda like the thought of having kids, Alicorn or no" Applejack shot Callito a look.

"Don't be thinkin' that way now your majesty, you both still have lives to live" Fluttershy smiled and chimed in.

"I think having children would just be the start of a new kind of life Applejack" the country pony rolled her eyes and shrugged.

"I just know that I'm not having foals for a long time" Twilight nodded in agreement but Rarity seemed to be fawning over the thought of a child.

"I wonder what a foal would be like if I had one"

"With who Rarity?" the sophisticated pony shrugged and the other shook their heads slowly as they rolled their eyes.

"Alright, anyway" Pinkie said before bouncing around and pulling the couple into a hug.

"Congratulations!" she exclaimed and the two both managed to choke out a thank you through Pinkie's hug. Callisto smiled at Dash and nodded at her.

"Could you tell Spitfire I say hello? It's been awhile since I've seen her" Dash gave a smirk to the prince and replied.

"Sure I will your majesty" Dash said in a sarcastic tone while doing a mock bow, she righted herself and smirked before winking and flying off. Callisto watched his best friend fly off with a smile on his face before looking back at his love, who seemed to be more tired than she usually was at this time of day.

"You feeling alright, Shy?" the mare looked up at her fiancée and nodded, sending him a slight smile over the table.

"Just….tired, I haven't slept well in the past few days" Callisto's eyes filled with worry and he took her hoof in his under the table.

"Is there a reason or is it just….nightmares?"

"It's kinda both" Callisto raised a brow and asked her to clarify.

"Well, I have these weird dreams all night, they aren't always bad though…sometimes it's a happy dream of you and I in a field with a little foal, he's always so beautiful" Fluttershy whisperers and Callisto's smiles slightly at this.

"And the nightmares?"

"All I see is death and destruction, everywhere, and then I see you…. I see you lying at the feet of Celestia and Luna, taking your last breaths, every time I dream that I wake up crying and just hold onto you for the rest of the night"

"And you said there was something else influencing the sleep?" Fluttershy nodded and replied.

"I really just haven't been feeling well lately, I've been waking up with a stomach ache every morning, but it's nothing to worry about" Callisto gave her a worried look.

"Are you sure Shy?" the mare nodded and smiled at Callisto.

"I am positive love" Fluttershy leant over and kissed him.

"Now I have to go take care of something with the animals, is it alright if I deal with that for a few hours?" Callisto smiled and kissed her cheek.

"Sure Shy, you just tell me if you need me alright?"

"I will Callisto" Fluttershy said before standing up.

"See you at the house" Callisto said and Fluttershy smiled before nodding and walking away.

As soon as Fluttershy was out of his sight Callisto felt his darkness rising again. Callisto swore, why here, why now? When Shadow came out he looked down at the sandwich he had been eating as Callisto with a detested look.

"Well, that's disgusting" the dark Alicorn commented and stood up with a smirk before walking down the main street of Ponyville. The Prince picked up an apple from a cart and took off into the air, munching on the apple with a smile on his face.

"Now, who else should I recruit?" Shadow thought out loud before the idea dawned on him.

"I know, I'll ask those Wonderbolts to join me, they're pretty powerful" Shadow smirked and began to fly toward the base that the Wonderbolts stay on.

Shadow ended up swooping down into the base of the Wonderbolts with a smirk on his face as they all approached him with angry looks. Shadow smirked at the very non threatening ponies that were approaching, trying to be menacing as they did so.

"Hello Wonderbolts, my name is Shadow" The Wonderbolts all raised a brow at the intruder, who had just introduced himself to them as though it was perfectly alright that he had just invaded their base.

"What are you doing here?" The leader, Spitfire questioned with a frown on her face. Shadow smiled confidently and replied to the feisty Wonderbolt, walking forward until he was less than a foot from her.

"Well, I'm here to talk to you about your allegiances" All of the Wonderbolts gave each other confused looks. Spitfire raised a brow.

"Okay, you have my attention, let's talk" Spitfire said with a smile. Shadow began to pace in the circle of Wonderbolts that surrounded him.

"Well Wonderbolts, I have come to you today with a proposition as well as an offer" Spitfire smirked.

"Cut the crap Shadow, I'm not one for listening to that kind of stuff" Shadow smirked.

"I like the way you think Spitfire, so I think this should appeal to you, I propose that you and I form an alliance, to create an army of sorts. If you and I work together then I believe you can be of great aid to my cause"

"And what is your cause young one?" Shadow smirked.

"My cause is to rage war against Celestia, if we triumph then you shall be free to work as you please, means more income for you, and more respect." Spitfire smirked.

"You really think that you can wage war against Celestia?" Callisto smirked.

"Well, not yet but with the best force of Pegasi in Equestria I will definitely have an advantage over her, so what do you say Spitfire? Deal?" Shadow asked holding out his hood for Spitfire to shake.

The Pegasus leader looked down at the hoof that was extended to her and then back up at the Alicorn who was extending it to her.

Spitfire grinned and shook hands with the Dark Alicorn.

"It's a deal, though you better hope that you come through on your side of the bargain"

"Oh trust me, I will"

Chapter 9

Callisto was walking around his and Fluttershy's house on the big day, the day that he and Fluttershy were getting married, though it was earlier than they had intended, a mere five months after Callisto had proposed. Fluttershy had already been taken to the Rarity's house to get ready and Callisto had gussied himself up as well. Little did Callisto know that Shadow had an ulterior motive for this day, Shadow was intent on turning Luna back into Nightmare moon.

The Young Alicorn jumped when he heard a knock on the door, Callisto walked over to open the door and found one of his close friends, Soarin Wonderbolt, standing on his doorstep. The Wonderbolt co-captain walked in with a smirk on his face.

"So Callisto, are you ready to be hitched with Fluttershy for the rest of your life? No more dates, no more freedom" Callisto rolled his eyes.

"Be quiet Soarin, I can still have dates with Shy" Soaring shrugged and patted Callisto on the back.

"Alright man, whatever you say" Soarin replied and Callisto laughed.

"Let's get going, we're meeting at the center of Ponyville right?" Soarin nodded in reply before laughing.

"No Callisto, we just moved the site of your marriage on the day of to mess with you" Callisto rolled his eyes as he graced his suit jacket and pulled it on.

"Well, let's go then" Callisto replied to his friend and Soarin laughed before opening the door for the Prince.

"Let's get out of here, this is going to be great"

"Well duh it is, it's my wedding" Callisto replied as he walked out of the house, Soarin pulled the door shut behind the both of them with a grin. The Pegasus and his Alicorn friend took off into the air together, both of them grinning at each other as they flew toward the center of Ponyville. Callisto looked down at the ground beneath him and flew towards it when they reached the center of town, Soarin was right behind him with a smile on his face. This was a special day not only for Callisto but for all of Equestria, as Princess of the Night it seemed that someday Callisto would have a Queen to rule the night with, something that was completely unheard of in all of the history of Equestria.

When Callisto landed in the center of Ponyville he walked up to the makeshift stage that was there, and looked at all of the people who had gather to see he and Fluttershy get married, it seemed that every resident of Canterlot and Ponyville were here, all of them smiling up at Callisto as he took his place on the stage, waiting for his bride to be.

Soarin took his place in the crowd sitting next to Spitfire and Rainbow Dash who were sitting close together, their eyes looking lovingly into each other's. Callisto loved seeing Dash happy, especially with someone she loved so much.

Luna ran up to her son suddenly and began looking over everything, his suit, his mane, his coat, making sure everything was extra perfect before smiling and pulling Callisto into a hug. Callisto smiled at his mom with a loving expression.

"I love you Callisto, good luck"

"Thanks mom, I love you too" at this moment was when Shadow projected some of his dark magic into Luna's mind, beginning to awaken the darkness inside of her known as Nightmare Moon.

Callisto smiled at his mother as she walked back to her seat where Fancy Pants was sitting, behind her eyes Callisto could see that his mother was nervous, and so was he, there was no point in denying it.

Callisto smiled before he realized that there was no pint in being nervous now as music began to play.

Callisto looked up from the place on the stage that he had been looking at to see Fluttershy, even more beautiful than the day he had met her, cloaked in a dress made from materials of nature. Fluttershy never looked so amazing in green as she walked down the aisle toward Callisto, her Prince.

Fluttershy blushed nervously as Callisto extended his hand to his Princess as he helped her up onto the stage. Callisto grinned as he looked into Flutterhy's gleaming blue eyes, which were even more accented b the crown of leaves she wore on her head.

"You look amazing" Callisto whispered to Fluttershy and she blushed and replied to her husband to be.

"So do you Callisto, I'm so happy that we're finally here"

"So am I Shy" Celestia, who had agreed to marry the couple, cleared her throat from between them, the couple both blushed and smiled at Celestia.

"Sorry" they both said in a whisper and Celestia smiled at them both before proclaiming loudly to all who were assembled.

"Welcome every Stallion and Mare, every colt and filly, today is the day that we celebrate a day we have anticipated for so many years, waiting in excitement, and with this wait finally over I would like to welcome you all to the marriage ceremony of Prince Callisto of Canterlot, and Fluttershy, the caregiver of Ponyville." Fluttershy blushed as he name was said so loudly to the crowd and Callisto grinned.

Celestia smiled at Soarin and asked him.

"Soarin Wonderbolt, do you have the rings?" Soarin smiled and pushed the chest that contained the two rings until it was between Callisto and Fluttershy. Soarin opened the box to reveal the two pure gold hoof rings in the box before returning to his original place at Callisto's side with a smile on his face, Callisto smiled back at his friend and whispered.

"Thank you so much Soarin"

"No problem" Callisto's friend replied before Celestia said in a loud voice.

"Here we have the two rings which represent the eternal love these two will share" Celestia smiled and looked Callisto in the eyes.

"Callisto, Prince of the Night, I ask thee, do you take Fluttershy of Ponyville to be your wife, in sickness and in health, for richer and for poor, for better and for worse as long as ye both shall live?" Callisto smiled and looked his dear love n the eye, his own eyes reflecting his undying love for her.

"I do" Callisto replied and Celestia smiled and looked then to Fluttershy, whose eyes were already brimming with tears. Celestia smiled softly and asked Fluttershy.

"Fluttershy, Caregiver to the animals of Ponyville and all of Equestria, I ask thee, do you take Callisto, Prince of the Night, to be your husband, in sickness and in health, for rich and for poor, for better and for worse as long as ye both shall live?" Fluttershy felt a tear begin to run down her cheek as she whispered.

"I do" Celestia smiled as she proclaimed.

"You may exchange your rings" Callisto and Fluttershy each picked up a ring and put it on to the other's hoof. Callisto whispered to Fluttershy.

"I love you so much"

"I love you too Callisto" the new Princess replied before Celestia announced loudly.

"Then I now pronounce you husband and wife, Stallion, you may kiss your mare" Callisto leant forward and gently kissed Fluttershy, who had tears of joy falling freely down her cheeks now.

The pair turned to the crowd and Celestia proclaimed.

"I am proud for the first time to announce this couple as Prince Callisto and Princess Fluttershy!" Both Callisto and Fluttershy smiled and began to walk down the aisle made by both of their families and friends. The pair went then to the banquet hall which Pinkie Pie had set up for a great big party. Callisto and Fluttershy entered first followed by Luna and Celestia, Luna on Fancy's arm as they entered, followed by the rest of Ponyville. Callisto and Fluttershy found their place at the table set just for them as everyone else found their seats. When everyone was seated Soarin stood up, clanking his glass with a spoon. Everyone turned to look at the Wonderbolt who stood there like a fool with the glass in his hand.

"Well everyone, welcome to the reception, I assume this is a time when I'm supposed to make a speech so uh." Soarin was cut off when Rainbow Dash jumped in behind him with her glass raised.

"Leave this to the pros big guy" Dash said to the fumbling Wonderbolt.

Everyone turned their attention to Dash and she grinned and began to speak.

"Well, this is my first time ever making a speech but I'll let you know that this is sincere, Callisto and I have been friends ever since we were foals, we learned to fly together, it was so amazing , that childhood we shared together, and now I've seen him grow from that little colt I used to know to a dashing young prince with a beautiful princess on his arm, it's crazy to me. Fluttershy and I have been friends for a long time now, not quite as long but I still find it amazing how long it's been, Fluttershy I know that you deserve the best and I really think that's what you've got with this guy here, Callisto, you best take care of her, or else I'll be on you faster than bees to honey" Dash grinned and raised her glass higher than before.

"To the happy couple" Everyone else in the room raised their glasses as well.

"To the happy couple!" they exclaimed as well. Callisto smiled at Fluttershy as the crowd cheered.

"May our love never die" Callisto whispered and kissed his wife gently, Fluttershy blushed and kissed him back with a smile on her face.

"It never will Callisto, it never will."

Chapter 10

It had been a little more than a month since Callisto and Fluttershy had been married, and what wonderful month it had been. Callisto and Fluttershy had spent many a night in the comfort of each other's love, often they slept by the fire in each other's arms, both with smiles on their faces. There was something that Fluttershy hadn't told Callisto though, something that was important, the only problem was that she was so nervous, she found it nearly impossible to tell her husband.

This morning Callisto was preparing breakfast for his wife and himself. The Alicorn Prince set the food he had made on the table and went around to check some things. He found that there was a letter from Luna in the mail and opened it with a smile, the letter read.

"Dear Callisto,

It has been such a long time since your father and I have seen you and your blushing bride, I thought it would be a good idea to invite you both over today, so if you would like to drop by the door is always open to you.

We hope to see you soon,

Your Mother, Luna."

Callisto smiled before rolling the letter up as Fluttershy slowly came downstairs, still rubbing the sleep from her eyes.

"Morning beautiful" Callisto said with a smile and his beautiful wife looked up at him with a smile on her face.

"Morning Callisto" Fluttershy replied as she sat down at the table, digging in to the food Callisto had prepared. Callisto sat down next to his wife and began to eat his own meal with a smile on his face.

"So Callisto, anything going on today?" Callisto smiled and replied to his wife.

"Well, my mother did invite us over, she said she missed us"

"That sounds great, I miss your mother as well" Callisto grinned and grabbed a piece of parchment before writing down their reply and sending the letter to Luna. Callisto grinned and Fluttershy finished her food before standing up.

"Would you like to freshen up with me?" Fluttershy asked with a smile. Callisto kissed her cheek and smiled.

"I would love to, let's go" the Prince replied before following Fluttershy up to the bathroom.

When the couple emerged they were both freshly clean and smiling as they felt their soft fur. Callisto smiled over at Fluttershy and kissed her cheek.

"I love you" Callisto whispered and Fluttershy replied.

"I love you too dear" she said before Angel hopped up and tapped Fluttershy's hoof, Fluttershy looked up at Callisto and smiled.

"Oh yes, shouldn't we be getting to your mother's house?" Fluttershy asked and Callisto looked down at the rabbit with a smirk.

"You always have to interrupt when we get intimate don't you?" the little rabbit rolled his eyes and thumped on Callisto's foot before hopping away, Callisto smiled before he and Fluttershy walked out of their house, shutting the door behind them.

The Prince and Princess ascended quickly into the chilly air and smiled at each other as they began to dance around each other mid- flight.

Callisto smiled at his wife as they danced, twirled and weaved around each other as they flew, eventually the two royal ponies stopped playing around, but that was only when Canterlot came into sight.

Callisto and Fluttershy and Callisto knocked on the door, which opened wide to reveal Fancy Pants standing there with a smile on his face.

"Welcome home son!" Fancy Pants exclaimed and hugged Callisto before turning to Fluttershy and smiling.

"And welcome home to you too daughter" Fancy said before hugging Fluttershy who hugged him back with a smile.

"Thanks Dad" Fluttershy replied and Fancy opened the door wider.

"Come in, come in" Fancy insisted and the Prince and Princess entered the house.

Fancy escorted Callisto and Flutteshy to the sitting room and smiled.

"Well, Luna is out at the moment, she wants us to meet her in the town square soon, I just thought you would both enjoy a little bit of time to relax after your flight" Fluttershy curled up with Callisto on one of the couches and replied to Fancy Pants.

"Thank you, Callisto is always ready to be up and moving, but I need a bit of time to rest" Callisto laughed and kissed his wife's head.

"I don't hustle you that much do I?" Fluttershy smiled up at Callisto and replied.

"Well of course not, I'm just messing with you dear" Fancy Pants smiled and leant back in his chair.

"You two seem to have gotten along well this first month, but tell me truthfully, how has the married life treated the both of you?" Callisto grinned and replied to his father.

"Well, we've been busy keeping the house clean and getting everything situated, as always Shy is busy with the animals, which I actually assist with now" Fluttershy giggled and said to her husband.

"I'm not sure if chasing after the bunnies when they refuse to come to you can be defined as helping dear" Callisto rolled his eyes and muttered.

"They were asking for it" Fluttershy leant up and kissed Callisto on the cheek.

"Yes, I know dear, they're always asking for it"

"They really were this time!" Callisto exclaimed and Fancy Pants began to laugh.

"Well it seems you have been enjoying each other at least, this is the most important part of marriage of course, but have either of you given thought to children, of starting a family?" Callisto grinned and replied to his father.

"Well of course we have father, it's just the fact that we've been busy lately"

"Have you tried to conceive?" The Prince and Princess both blushed brightly before Callisto laughed nervously.

"Uh…yeah Dad, we have" Fancy smiled before leaning back in the seat.

"Well, I believe it is time that we meet your mother, she seemed to have something important to tell you" Callisto and Fluttershy nodded before standing up and walking over to the door. Callisto opened the door for his father and wife and shut it tight behind him when he walked through.

The trio walked through Canterlot and as they approached they began to hear a loud argument up ahead, and then came a powerful voice.

"All of you shall be silent! I am waiting for my son!" Callisto recognized the voice as Nightmare Moon, the evil side of his mother. Hearing the sound of such a presence, of such a legendary figure of evil, this awakened Shadow inside of Callisto's mind.

Callisto quickly galloped into the crowd before turning into Shadow and walking up beside Nightmare Moon, who was standing on a tall pedestal. Nightmare Moon grinned and exclaimed.

"Welcome all, this is my son Shadow, he will be leading you!" Shadow and Nightmare Moon heard a loud voice come from behind them.

"Leading them in what exactly?" Shadow turned to see Celestia standing there, Nightmare Moon turned and smirked at Celestia.

"Well, it's so nice of you to join us sister, and perhaps my son would care to tell you some very important news" All of Shadow's followers watched as Shadow stepped in front of Luna and proclaimed to Celestia.

"Princess Celestia, Mistress of the Sun, I tell you know that as of this day that war has been declared upon your land" Celestia raised a brow.

"Oh, is that so? And who fight with you?" Shadow smirked and gestured to all of the ponies behind him.

"Well then, this is war, you are banished now from Canterlot Shadow, as well as you Nightmare Moon, may I let you know that if this war is lost by you then the both of you shall be banished to the moon, for eternity" Shadow smirked and replied.

"And if you are to lose then it shall be the same to you" All of Shadow's followers got up and began to fly back to their main encampment, which was currently Appleoosa, as Shadow turned to leave Fluttershy yelled.

"Callisto, no, you can't go!" Shadow looked down at his other personality's wife and smirked.

"Oh, and why is that?"

"I'm Pregnant!" Shadow felt himself being instantly pulled back into his mind, Callisto emerged and began to make his way down to Fluttershy, but Nightmare snatched the Prince up in her magic and began to carry him away.

"Callisto!"

"I'll come back to you Shy, I swear to you I'll find my way back to you!" and with this Callisto was carried away to the site of the first battle of the Civil War of Equestria.

` End of 2nd Quarter

Thank you all for reading, please feel free to comment and review.


	3. Chapter 3

Book 3 A War in the Kingdom.

Chapter 1

It had been nearly two months since Shadow had declared war on Celestia and she had yet to make a move. Shadow and his forces, along with Nightmare moon were camped close by to the town of Appleoosa. Shadow sat in his tent, a few of the females of his army fanning him as he sat on his bed, a smirk on his face.

Suddenly Nightmare Moon stepped into the tent.

"Shadow, a messenger had come to greet you"

"Excellent, let us go and greet this messenger of the coward queen" Shadow said with a smile before walking out of the tent, seeing a crowd assembled around in the middle of the encampment. Nightmare Moon proclaimed loudly.

"All of you out of the way! Your prince approaches!" Shadow smirked as he walked up to the small pony whom had a letter in his mouth. Shadow stood over the messenger with a smirk on his face before using his magic to take the letter and open it. Shadow slowly read the letter and smiled as he read what had been written.

"Shadow,

This is a declaration of battle, I shall let you know that my army has gathered outside of Appleoosa, your encampment is in our sight, Shadow if you wish to continue this war then it shall be started now, at dawn of the morrow we shall do battle" Callisto smirked before laughing loudly and throwing the letter back into the messenger's face.

"Tell your Princess that the war had begun little one, hide yourself and your family either that or it shall be you whom dies" the Pony turned and ran as fast as he could from the camp. Shadow watched the Pony run away in fear, the Prince laughed and smirked at the others.

"My friends, it seems that the war is finally upon us, prepare yourselves for battle, find your weapons and your armor, we shall do battle against Celestia and we shall be victorious, we shall conquer and we shall reform this kingdom into something so amazing, we shall all be free!" Shadow exclaimed and all of his soldiers cheered with grins on their faces before scattering to find their weapons and armor.

Shadow turned on his hoof and began to walk back to his tent, Nightmare Moon walked beside her son and questioned.

"Should you not prepare as well Shadow?" The Prince smirked at his mother and shook his head slowly.

"Perfection requires no preparation mother, this battle shall be a massacre of Celestia's forces, and she shall retreat back toward Canterlot. This war will be over within the year" Shadow replied before ducking back into the tent.

Nightmare Moon glared at Shadow as he laid down on the bed with the mares he had hand- picked.

"Son, you are not being a leader, you are being a child, get up and prepare" Shadow smirked and put his head back on the pillow.

"Look, sleep is the best rest right? So I'll sleep for a while and wake up early to prepare"

"And you're sure that it's sleeping that you will be doing"

"Cross my heart and hope to fly, now don't worry, prepare yourself" Luna rolled her eyes before leaving the tent, walking back to her own tent. Shadow looked at one of the mares and smirked.

"Mind sleeping with me tonight gal?" he snickered and the Mare nodded, the other two got out of the tent and Shadow put his arms around the mare that lay next to him, her aqua fur against his as he drifted off into the deep dreamless sleep that he had awaited for so long.

The next morning Shadow woke up, the mare he had fallen asleep next to was still sleeping, the dark Alicorn smirked before getting up and walking to his chest. The Prince opened the chest and pulled his armor on. The Prince spread his wings and examined every feather, each as sharp as a knife, his horn tipped and razor sharp. Shadow walked out of the tent that he stayed in to find the rest of his soldiers marching out in the opening light of the day. Shadow ran to the front of his soldiers, leading them in their first battle march.

Shadow smirked and stopped his army when Celestia's own troops came into view. The young Alicorn paced in front of his troops and proclaimed to them.

"My soldiers, stallions and women, I am glad to have you here, this is the first battle of the war that will give you your freedom from Celestia, after this war is over everything will be different" All of Shadows own soldier yelled a battle cry in response to their commander.

Celestia walked forward wearing her full battle armor and looking at Shadow.

"Shadow of the Lunar Army, I give you one last chance to call this off, if you do not oblige then my forces will be forced to attack" Shadow laughed loudly as he observed the scene before him, Celestia's army was made up of her royal guards, Pegasi, Unicorns, and some ponies who had stayed loyal to Celestia, his own army as nearly double the size of the one Celesia currently led, but Callisto knew she had more troops just as he did.

The battle of Appleoosa began with Shadow ordering his Unicorns and pegasi to charge Celestia's lines. The Alicorn watched with a smile as Celestia turned to call for a counterattack, but it was in vain as without orders her troops only knew to raise their shields in defense, but the line of Unicorns Shadow commanded pushed them back as the Pegasi descended, their wings spreading and cutting through Celestia's back lines as though they were blades cutting through butter.

Celestia panicked and ordered her Unicorns to push the enemy back, Shadow watched as there were flashes of magic in the air, but his forces stood their ground and kept pushing Celestia's forces backward. Shadow then ordered that the earth ponies split into two group and execute flanking maneuvers to surround Celestia's forces from three sides, forcing them to either drive forward into the horns of Shadow's unicorns or to surrender, but either way would mean defeat for Celestia.

Shadow smirked and lifted himself into the air, his wings flapping strongly as he himself flew into the fighting, Shadow hit one pony with a bolt of magic who was trying to break through the line.

"At least he tried" the young Alicorn thought as he continued to hear pony crash against pony, armor cracking, shields breaking and then there was the sounds of those getting ripped apart by the Pegasi from behind. Shadow then began to hear great bangs like metal being hit by a hammer from both of his sides, the earth ponies were driving the whole of Celestia's army into a cluster. Shadow laughed as Celestia's shield wall began to fall as the ones holding the shields were killed by the Pegasi. Shadow walked farther into Celestia's lines, when one of her soldiers would try to strike him Shadow would simply pick up the man or woman and throw them farther back than the farthest line of Celestia's army, which was a bit less than three hundred feet.

Shadow spread his wings and spun, cutting through the armor of every pony that stood close to him, screams of agony resounded through the air, some his own troops, most Celestia's. Shadow looked through the crowd and found Celestia, staring at all of this with a stunned look on her face. The dark Prince smiled and turned to resume fighting, spearing ponies with his horn as though it were made to do so and slicing through them with his wings, which did just as much as any blade possibly could. The battle lasted for hours, but it really couldn't be called a battle, it was a massacre, Celestia had obviously not been ready at all.

Celestia eventually called for retreat, she and her forces quickly spread from Appleoosa. Shadow walked over to the flagpole in the middle of the half destroyed town and cut the Solar Empire flag down before raising the flag of the Lunar Republic with a smile on his face.

"Brothers, sisters, today was a good fight, and we left few behind on the plain of the dead today, I would say less than ten of us suffered the touch of death's hand today, the same cannot be said for Celestia, many hundreds of troops lost" Shadow nodded to the WOnderbolts, who were cleaning blood off of themselves.

"Wonderbolts, I thank you sincerely, you are a crucial part of my strategy and without you I don't believe we could have done as much damage as we did today" Spitfire called out with a smirk.

"Darn right you couldn't have" Shadow nodded in reply and turned back to his soldiers.

"Today we are victorious! So every soldiers I say to you that now is the time to relax, return to our camp, eat, sleep, become rested because we will soon begin our march to Phillydelphia. We will take every city in this land before we reach Canterlot, and when we do it shall be glorious!" Shadow exclaimed and his troops replied with a loud battle cry.

Shadow smiled and began to leave, walking back to his own tent. Nightmare Moon walked beside him with a smirk on her face.

"A well won battle today my son, take rest now, and all will be well" The Prince found the mare he had slept next to last night waiting outside. Shadow excused Luna before leading the mare back inside and lying down, the Prince quickly lost himself in a deep sleep full of pleasant thoughts of battle and victory.

Chapter 2

Shadow's army marched upon Phillydelphia months later, he didn't count them exactly, but he knew it was about five, the sun and the moon were Shadow's calendar, and his spies. The Prince would often watch the moon and in it see Celestia's forces as they gathered power in east from Ponyville all the way to Stalliongrad. Shadow smirked at the reflection of the moon in a puddle now as the rain pounded down upon him and his soldiers marched, the city coming into view as they did. Shadow knew today he would be facing one who Callisto trusted, the husband of his former foal sitter, the one they called Shining Armor.

Shadow fully intended to slaughter every troop of Celestia's that night, the previous battle having given mercy to toy with Celestia and to show her that he meant business. Shadow smirked at the thought, of Shining Armor on his knees begging for mercy as Shadow smiled cruelly down at him.

The dark prince entered the town with his soldiers behind him, he knew that Celestia's forces had already cleared the town and were camped close. The Prince had already declared battle on this night and knew that Celestia's forces would be attacking. Shadow had sent much of his forces back to set up camps in the west in the small settlements they had conquered over the last few months as they had pushed Celestia back into the East. Shadow's forces had gone through Hoofington, which surrendered easily to him and his forces.

After this battle Shadow planned to push north, pushing Celestia far East back to Canterlot, giving her little ground to fight on. The dark prince grinned as he thought of surrounding Canterlot with the Princess cowering in her chambers.

Shadow was pulled from his fantasy as Shining Armor's forces advanced into the town, easily outnumbering Shadow's own forces Shining Armor walked out of the crowd, looking Shadow straight in the eye as the young prince realized he was surrounded.

"Prince Shadow of the Lunar Republic, we give you one chance to surrender here or we shall be forced to kill you as well as your troops" Shadow smirked at the cocky Prince before him.

"And I tell you Prince Shining Armor, that you will, only if you get your chance" Shadow's horn glowed and darkness shrouded the town, fighting ensured between the two sides, Shadow's forces clumping and striking from only the outside of the large circle, Shadow himself walking casually through the darkness, his eyes accustomed to darkness he could see perfectly. The Prince grabbed Shining Armor, who was desperately shouting orders, by the throat, silencing the general with a smirk.

The smirk was wiped off of Shadow's face when a hoof struck him in the side, he jumped back, the Prince heard Shining Armor land on his hooves and charge, Shadow quickly jumped to the side, feeling the enemy unicorn's horn graze his side, Shadow winced and struck out with his hoof, hitting Shining Armor to the side.

The Darkness was brought to light as lightning stuck, illuminating the scene before Shining Armor, he saw his own forces fighting hard against Shadow's, but saw that his forces were fighting for their lives as the lines of enemy and friend became blurred, as the lines fell and the battle became a free for all.

Shadow laughed evilly and charged at Shining Armor, who struck out again with a deep scowl on his face. Shining Armor faced down the villain standing before him, anger flaring in them.

"You will surrender now Shadow, you will let Prince Callisto come back to power"

"I'm sorry your highness, but I don't believe that you're in the situation to be making demands, if you haven't noticed your army is being slaughtered"

"But you are using soldiers of your own" Shadow wiped away the small amount of blood oozing from the small wound in his side and smirked at Shining Armor.

"Difference is I have plenty to spare" Shining Armor could contain his anger no longer and charged at Shadow, who dodged and lunged with his horn, slamming it into Shining Armor's side as he passed, the young General screamed in agony as he felt the horn being driven into his side. Shadow drew back with a smirk as the blood dripped from his horn, Shining Armor slowed down and then stopped, his eyes looking at the ground before looking back at the armor he had worn in so many battles, now with a large hole in the side, it was the first time any weapon had been able to penetrate the Guard Captain's armor.

Shining Armor shut his eyes tight and whispered.

"Well, my foe it seems you have wounded me, but I will not give up now"

"Neither will I" Shadow replied with a smirk. Shining Armor and Shadow began to fight again, their horns clashing together, magical sparks flying as each leader glared into the other's eyes with complete hate.

Even as Shadow battled Shining Armor he was holding onto control of his body barely as Callisto screamed for Shadow to let go and let him out. Shadow continued to battle though, not breaking his concentration on his enemy's horn as the sparks continued to fly and the darkness lifted from around them and their warriors.

Shining Armor and Shadow began to lead each other away from the large battle going on, they became engaged in battle by themselves, the drone of magic and the clang of shields, armor and weapons hitting each other far off from their hearing.

Shadow smirked as he began to feel Shining Armor give, his foe's offense weakening, and his defense breaking. Shadow felt confident and lunged forward with all of his power, but Shining Armor dodged and lunged up. The Prince realized too late that he would not be able to block this attack. The Dark warrior felt Shining Armor's horn dig into his chest. The Prince howled in pain and used his magic to throw Shining Armor to the side, breaking the Unicorn's horn off as he did so. Shining Armor cried out as he was thrown against a wall, his life essence draining quickly.

Shadow breathed weakly before collapsing, Shining Armor's horn still buried in his chest. Shadow looked over to see the dying Shining Armor and felt Callisto emerge for the first time in nearly a year. Callisto crawled slowly to Shining Armor's side, tears streaming down his face as he did so.

When Callisto reached Shining Armor's side he put his head against Shining Armor's chest and whispered.

"I'm sorry, I'm so sorry" the Prince sobbed and Shining Armor smiled down at him gently, pulling Callisto's head up so Shining looked deep into his eyes.

"Do not be sorry Callisto, it was bound to happen sometime, and you didn't do anything, I just want you to do one thing for me, do you think you could do it?"

"W-what is it?" Callisto asked as tears chocked him.

"If you find Cadence, please take care of her" Shining whispered before letting out a deep sigh, his head leaning back against the ground as his final breath left him.

"No, Shining please, no , no please" Callisto sobbed as he saw Shining Armor's life leave him. Callisto leant his head against Shining's chest and sobbed as he knew that he would never hear his friend's voice again, never see his smile again. Callisto sobbed heavily before he felt a hoof pull him away.

Callisto screamed.

"No! No! Shining!" he yelled and he felt everything fade to black as tears continued to fall down his cheeks.

Shadow didn't wake for three days, his eyes opening slowly when he finally did. The Prince of Darkness sat up with a slight smile on his face, rubbing his head, he remembered killing Shining Armor, but what had happened after that?

Shadow glanced over and found Nightmare Moon sitting there next to him with an angry expression on her face.

"Oh don't tell me that you're mad that I killed Shining Armor" Nightmare Moon shook her head slowly and replied to the Prince.

"Not that, but the fact that you nearly let yourself be killed, if you had died it would have been the end of this war, the troops follow you and your orders, not me and mine" Shadow laughed loudly before stepping out of the bed and beginning to walk away with a smirk on his face, Nightmare Moon stopped him and glared deep into Shadows eyes.

"I want you to listen here Shadow, you can't just be walking around during this war with all the mares in our camp" Shadow raised a brow and laughed loudly, his loud voice resounding through the camp.

"Alright Shadow, think about this, do you really want to have a ton of foals claiming to be your child, all of them begging for a part of your kingdom when they're older?" Shadow thought this over and frowned, his thought aligning themselves as Nightmare Moon proposed this to him.

"Alright Nightmare I get it, no more hooking up with all the mares, just let that one with the jewel on her flank that she is mine" Shadow said this before smirking and walking over to his map, examining the next place they would attack, the next place they would conquer and make their own. Shadow looked back at Nightmare Moon after he himself had looked at the map.

"How does taking Manehatten sound to you?"

Nightmare moon smirked and the laughed evily.

"Fantastic."`

Chapter 3

A year and a half it had been since the Battle of Phillydelphia, Shadow and Celestia's forces had constantly been fighting back and forth, pushed back continually and pressing forward, both sides reaching their breaking point. Shadow eventually decided that he was going to attack after he suffered a defeat not far from the town of Manehatten, Shadow and his forces decided they would loop around to the north and attack the city from there, Nightmare Moon had agreed on this plan and so Shadow set the attack in motion.

The forces of the Night marched north, the Pegasi flying forward to scout out everything ahead of them, checking for ambushes and traps, so far they had found nothing, which worried Shadow, this told him that Celestia's forcs knew that he was coming, and they were gathering strength in Manehatten. So anticipating this Shadow made sure his troops were ready to battle, that his Pegasi were ready to destroy any artillery, and the Unicorns were ready to charge into battle as soon as they could.

When Manehatten came into view, the lights and buildings of the city rising with great contrast against the dark of the night, Shadow rose into the air with the Pegasi, deciding that this is where he would be for this battle.

Information had given Shadow the knowledge that Fluttershy was the one commanding the forces at this battle, though one of the other ponies was the general on the front lines, Fluttershy simply being a medic in the back, caring for those who were injured and giving instruction to the general on tactics before the battle and letting it be carried out while she stayed behind.

Shadow had felt Callisto tugging at his heart when Shadow had heard this, begging the dark stallion not to kill Fluttershy like he had done to Shining Armor, in return Shadow had told Callisto as long as the mare did not come to the front line then he would not harm her intentionally.

Shadow and his forces made camp outside of Manehatten for the night, all of them anticipating the worst as they huddled around their fires, they all knew there was no point in hiding it, Celestia's forces had spotted them as they entered the area. Shadow sat with the grey colored mare he had claimed, her emerald green eyes looking up at him as they sat together next to a fire in his tent. Shadow looked down at her and she whispered.

"I love you Shadow" the dark colored stallion smirked and ruffled the Mare's hair.

"Yeah, I know babe" he replied and the mare looked up at him with her brow raised.

"Shadow, do you even know my name?" The dark leader smiled nervously before looking the mare over, seeing her jewel cutie mark he suggested.

"Ruby?" The mare rolled her eyes and glared at Shadow.

"My name is Emerald" she replied and Shadow laughed.

"Well, I can call you Ruby right?" the Mare sighed and leant her head on Shadow's chest, he looked up at the sky that shone through the open hole in his tent as he began to feel something tugging at his heart. Shadow's eyes widened as he realized something. The dark Prince wasn't sure, but he thought he felt something of care for the mare sitting next to him.

Shadow looked down at Emerald, her shining green eyes gazing back up into his.

"You know what Emerald, after this war is over I'm building us a big house, we're going to have some foals together and we're going to be a family" Emerald's eyes widened in surprise, Shadow had never spoken this way.

"Really?" Shadow leant down and kissed Emerald gently.

"Really."

The break of dawn bought the light of the rays of the sun gleaming over the shields and armor of both armies, Shadow's army assembled and Shadow himself flying above the Unicorns with a smirk on his face as the Wonderbolts assembled around him, Spitfire and Soarin both smirking at him.

"You ready for this?" Soarin asked with a smirk as he pulled his flight goggles over his eyes.

"Of course I am" Shadow replied and looked over at Spitfire.

"Ready?"

"Until we have to fight Dash I'm ready and willing, let's get this done and move on Shadow" the Wonderbolt captain replied with a frown. Shadow nodded slowly and called down to his Pegasi at the top of the hill.

"Charge!" and so the Battle for Manehatten begin, Shadow's unicorns ran down the hill to meet the wall of Celestia's forces below them, covering the entire border of north manehatten, making it impossible to go around them, only to fight head on.

Armor clashed and horns shattered as the Battle began, Shadow and the Pegasi all flying between buildings to meet the small force of Pegasi that Celestia possessed.

The Pegasi clashed into each other, a mist of blood forming as wings sliced through flesh and blood and screams of agony were heard far below as some Pegasi plummeted to the ground. Shadow, Soarin, and Spitfire fought on, their wings the sharpest, cutting through their enemies, cutting them down and letting them fall through the air to the ground below.

Shadow grinned as he felt blood spray onto his face and stick, the Alicorn general grinned and fought on with his friends, decimating the enemy Pegasi with a grin on his face.

Celestia's forces eventually began to retreat and Shadow's forces kept pushing them back to the center of the city. Shadow and his forces went around to the sides through the side streets, intent on closing in on Celestia's army in the middle of the town, cutting off all ways of escaping. This was not possible though, when Celestia's army was suddenly reinforced by more troops from the south, coming up and pushing Shadow's forces to the side back toward the main forces. Shadow's eyes widened as he saw this and dove toward the enemies with a deep scowl on his face, he would wipe out the ones that had repelled his victory, even if it was only temporary.

Soarin and Spitfire dove after Shadow as they all cut through the crowds, their wings hitting shield and armor and flesh, cutting all of them. Shadow flew up before turning and flying back down again, hitting all of the forces of Celestia from the back, killing many with just one dive as their screams echoed up into the air of the day, their blood soaking the ground beneath them.

Soarin and Spitfire looked down stunned at the carnage that Shaodw had caused beneath them with shocked looks on their faces. Shadow hovered lazily above the enemies as they all panicked seeing their friends cut down beside them.

Shadow began to dive again but felt then Soarin and Spitfire restrain him with looks of anger on their faces.

"Shadow stop, the battle is over, they surrendered!" they both exclaimed. Shadow looked down and saw Celestia's forces retreating quickly, his own cheering in triumph. The Dark Alicorn shook his head with evil eyes.

Shadow pushed Soarin and Spitfire off of him and again dove down to the crowd of Celestia's forces, his eyes burning with hatred as he dove, his wings cutting through his enemies with a sadistic grin on his face.

As Shadow flew up he looked forward and felt a searing pain in his chest. He looked down and saw that there was a hole there, he had been hit by a bolt of magic. Shadow looked down and saw Princess Cadence standing there, which triggered Callisto to reemerge, the pain making him cry out before his vision clouded and he fell like a stone toward the ground. Cadence's eyes widened and unknown to Callisto Fluttershy watched this with wide eyes and tears streaming down he cheeks.

"Callisto!" she exclaimed with a scream as she began to think of the child that she had given birth to mere months ago, Fluttershy wanted the child to meet his father someday and was afraid that this was the end of her love, the end of the man she had pledged her eternal love to.

Cadence however had other plans, when Shadow has turned back to Callisto she had realized what she had done, Cadence stopped Callisto mid fall and let him land gently in the midst of his army, who quickly surrounded him as they began to retreat. Cadence told herself that she should have let him die, after all Callisto had killed her husband, but she knew that it was Callisto's dark side and not truly him, besides, over the last year and a half Cadence had thought about it and she loved Callisto like a son, she couldn't let him die.

After the battle Cadence came back to the medical tent where Fluttershy was sobbing, her head in her hooves.

"What's wrong?" Cadence whispered to the young mare in front of her.

"Callisto died! I saw him fall!" Fluttershy sobbed loudly and Cadence wrapped her arms around Fluttershy.

"No honey, he's fine" Cadence reassured Fluttershy who sighed in relief and hugged Cadence tightly.

"Do you think there's still a chance?" Fluttershy asked, referring to Callisto returning to his normal self.

"Fluttershy, I think if we can find a way for him to meet his son he will be back to his old self for good, it will be great, and Callisto will be back to his old loving self.

Fluttershy sighed and closed her eyes, leaning her head against Cadence's chest.

"I sure hope so."

Chapter 4

Dawn on above the clouds was much different than below them, in Shadow's opinion anyway. The Alicorn general stretched his wings as he and the Wonderbolts were perched upon a cloud far enough away from Cloudsdale that they could see it but the enemy wouldn't come attacking yet. Soarin walked up to Shadow's side and asked with a raised brow.

"So uh, are we just going to sit here or are we going to attack, because I'd honestly be fine either way"

"Soarin, I understand that this is your home, all of your home's, but if we want to win this war we have to conquer, we have to fight and some of us have to die"

"Just like you almost did?" Spitfire asked as she walked up beside the dark prince who smirked over at his co commander.

"Yeah, except all the way, you guys know you can leave"

"We're loyal to you, we aren't going to leave you to fight alone, home or not home" Shadow nodded slowly and looked again over the clouds at the city perched upon a grand cloud. Home to every Pegasus from Equestria. The Prince sighed and stretched casually, as though he were getting ready for a morning workout rather than getting ready to declare the slaughter of every resident of Cloudsdale, which was defended by Rainbow Dash and her own small force of Pegasus.

As Shadow thought of this he glanced at Spitfire, he knew that Rainbow Dash and his friend had been lovers in the time before the war, but how far did these roots go, what would Spitfire do if Shadow killed Rainbow Dash? Spitfire glanced over at Shadow and then looked down, closing her eyes as though deep in thought, Callisto sighed inwardly, he would have to assume Spitfire was loyal and wouldn't go back to her lover, after all, it had been years.

Shadow raised his voice to the tone that was used by the royals of Canterlot when he addressed his soldiers.

"Wonderbolts, are conquest has finally bought us to Cloudsdale, I know for nearly all of you this is your home, and you all are most likely hoping the battle will not kill many from your home. I assure you I will try my best to save as many as I can, but we have to fight, we must continue, we will stand together and we will be victorious! Now let it begin!" Shadow, Soarin, and Spitfire spread their wings and flew toward the city, Shadow was surprised to find Rainbow Dash's own forces beginning to fly out of the city directly toward them.

Shadow readied himself for the battle as the two forces came closer and closer, both determined to win the battle.

Wings cut through armor, and Shadow's horn pierced the armor of many as the loud sound resembling thunder came from the sky, heard by both armies far below, each wondering who will be victorious in the Battle for Cloudsdale. The Pegasus continued to Battle on until the sun began to set, both forces retreated back to the places where they had begun, they began to help their wounded and send their dead down to the ground below. Shadow and Spitfire sat together on a cloud and looked over at Cloudsdale, Spitfire with a sad look in her eyes.

"You miss her, don't you?" Shadow asked, glancing over at Spitfire who sighed and hung her head.

"Am I making it that obvious?" The Wonderbolt Captain whispered and Shadow sighed.

"Go to her"

"What?" Spitfire looked up at Shadow who in turn looked to the sky with a look in his eyes of caring, he didn't know where this was coming from but he knew what was right.

"You love her Spitfire, you shouldn't be held back, go to her" Spitfire raised a brow, looking her commander up and down before replying.

"We'll have our time when the war is over, where it this coming from all of a sudden, you aren't like this usually" Shadow sighed and looked over at her.

"I am not really sure what's coming over me all of a sudden Spitfire, but are you sure?"

"I'm positive Shadow, I'm standing by you until the end of this, and then I can go back to Dash" Spitfire and Shadow looked back when they heard Soarin approaching with an apple pie in his mouth. The Co- Captain set the tasty treat down between his two friends with a smile on his face.

"A treat from the Apple Family, we need to be ready to continue this fight tomorrow" Shadow nodded slowly.

"Agreed" Soaring took pieces of the pie and gave them to his friends, who ate them slowly, Soarin ate his out of the tray as they all watched Cloudsdale so far away, watched as Rainbow Dash's forces looked back at them from the towers and patrolled.

"Shadow, how long do you think this is war is going to last?" Soarin asked as he looked over at his friend. Shadow shrugged and replied while closing his eyes.

"It'll last until we finally take Canterlot"

"And after that, what's going to happen with you and Emerald?"

Shadow smiled tiredly and replied to his friend with a smile.

"Well, I plan to find a home that she and I can live in together, I want us to both live happily after this war, after all the pain that we've felt these last years, I think we all deserve something to make us happy. Spitfire, I can't to hear about you and Dash do." Spitfire blushed.

"Shut up Shadow."

The Dark Prince laughed loudly, looking over at Soarin who was snickering in kind, their female friend blushing deeply with a look of anger in her eyes, directed straight toward her friends like daggers, if looks could kill it would not be needed to say that Shadow and Soarin would already have been dead about ten times.

"I'm going to bed" Spitfire declared before getting up and turning around, walking back toward the camp, seeming to leave a glow of anger in her wake.

Soarin glanced over at Shadow and smirked.

"She's really ticked this time" he commented and Shadow rolled his eyes.

"Really Soarin, you don't say" the Prince replied sarcastically to his friend's comment.

Soarin stretched and turned.

"I think I'm heading to bed too, see you in the morning when we finish this" The Wonderbolt told his friend before walking back slowly to the camp. Shadow watched his friend go and then looked back at Cloudsdale, for the first time in his life he began to wonder what his enemies were thinking, over there in the dark huddled around fires with the enemy close, the enemy that had killed stronger foes than them many times before, what were they to do, what was the plan?

Shadow stood and looked back at the camp, what of his friends? What of the two people that he trusted the most in the world? What if they were to be the next to die, would he have let them know that he cared, though he was the Prince of Shadows, the bringer of Darkness and fear Shadow realized that it was possible for him to feel for others, to care for his friends.

Shadow sighed, shaking his head slowly, he was supposed to be heartless, with no feeling, but he found himself growing more caring of those two every day. Shadow decided he need to sleep, all these thoughts of emotion draining him, as it was not something he often gave thought to. The Prince entered his tent and lie down, sleep overtaking him soon enough.

The morning sun shone brightly through the tents and holes in the canvas of Shadow's camp, seeming to rise behind Cloudsdale, waking the enemy first and giving them time to gather and prepare, praying and hoping that they could escape what remained of this battle with their lives. Shadow himself was awake and standing at the edge of the camp, watching as the enemy soldiers scuttled like insects in Cloudsdale. The Prince looked to his left as Soarin approached, his goggles over his eyes and his flight suit on. Shadow nodded at his friend and looked to his right as Spitfire approached in the same manner as Soarin.

Shadow looked then to his front, seeing the other force begin to assemble, their numbers dwindling compared to the army assembling behind Shadow.

Shadow could see that many of the enemy force were uneasy, all of them for sure were feeling fear at the thought of death here, the thought of never being able to see their families again. Shadow looked around and saw his own army, weary and weakened. Shadow sighed and raised his head tall and stepped forward amplifying his voice and declaring loudly.

"I wish to speak with the Commander of you" Shadow saw Rainbow Dash raise her own head.

"What do you want?"

"I propose a surrender, you give us Cloudsdale and you can leave peacefully, nobody else has to die" Shadow could feel Rainbow's icy glare on him.

"That won't happen" she stated simply and began to fly forward but Spitfire exclaimed.

"Rainbow! Please, just listen" Dash stopped when she heard her love speak to her, saw her for the first time in years, Rainbow stopped.

"I'm listening"

"Rainbow, you know I love you, and you know I love our home, I love Cloudsdale, but you have to think, look at all the Pegasus behind you that will follow you to their graves, they have families Rainbow, they want to see their families again" Rainbow Dash slowly turned and looked back at her soldiers.

"Please, just let it go, no one else should die" Rainbow looked back at Spitfire and nodded slowly.

"Okay, you win… you can have Cloudsdale, but I want some time with Spitfire" Shadow nodded as Spitfire fluttered over to Rainbow Dash. The Prince ordered the rest of his army back to the camp.

Mercy, the Dark Prince had shown mercy.

Chapter 5

Nightmare Moon burst into Shadow's tent weeks later, her eyes full of anger, Shadow had set up camp inside of Cloudsdale and she had taken forever to find him.

"What in the world were you thinking!" Nightmare exclaimed loudly and Shadow looked up from what he had been reading. He stood slowly, his chest out proud and questioned.

"What do you mean what have I done?"

"You let enemy forces escape their deaths!"

"I showed them mercy, and I know they will do the same if this time ever comes, if anything I've given us an asset" Nightmare Moon walked right up to the Prince and glared directly into his eyes.

"An asset!? There are enemies who know our tactics now, survivors Shadow, what if they figure out how we attack?"

"Then we change our stratagem" The Prince replied simply and walked over to his war map, pulling many pieces of paper from under it.

"I have dozens of strategies planned for every single possible scenario at every place that we will attack, do not worry about strategy or tactics, that is why I am here" Shadow got up and walked over to his bed and sat on the edge.

"Are you proud of what you have done?" Nightmare Moon asked with anger in her eyes still.

"I am proud of every single thing I have done, every battle I've fought, the blood I have shed, and the soldiers I have saved, you may say I am a savage for the many that I kill, the ones I slaughter, and you may say that I am a fool for letting the enemy escape from our grasp, for letting soldiers live so they may see their families once again, if I were to be at the hands of a more powerful enemy I would ask for mercy so I may have a chance with Emerald, a life, a place, a family, if you were to be given a chance to be spared by one more powerful than you would you not beg of them to do so, would you not want to see me or my father ever again?" Nightmare looked with an odd expression at Shadow, her dark eyes still burning with anger thought what he said made sense to her.

"You do know that you are supposed to be heartless, you are not supposed to care for others, we are a revolution, we cannot afford to lose." "What is winning? Does winning this war mean killing every single one of our kind who sided with Celestia? To kill those that we once loved, those that we once worked beside and lived close to, those we celebrated festivals and shared drinks with, is that what this war is going to come to, is that what it will take to win, if your answer is yes then I suppose I shall not be fighting any longer, for through the time I have spent in this land, years now, I have learnt how to care for others and to know what is enough, this was is bordering on madness, and I shall not allow it to grow any worse" Nightmare moon swiftly lashed out at Shadow, striking his cheek.

The Prince was stunned as he felt this, but he stood tall and turned his face, showing the other cheek to his mother and said in a loud voice.

"Will you strike me upon the other cheek? For I would like the blows to be even, you say that you are the one who is the best for this land yet you shall strike your own son for showing mercy" Nightmare Moon was even more stunned at this display, the Prince offering his other cheek for her to strike as though he did not care how many times she lashed at him. Nightmare Moon then shook her head slowly and walked out of the tent, wanting to leave before Shadow's words got to her even more than they already were.

Shadow watched his mother go before he sat again, rubbing his cheek dejectedly, pondering what he had just done, did he break through to Luna beneath the cover of Nightmare Moon, or did he simply make the evil inside of her worse than it already had been.

Emerald walked in moments later and saw Shadow there, the mark on his cheek and his eyes cast upon the floor. Emerald walked over to him slowly and whispered.

"Shadow?" The Prince looked up then to gaze upon her, his eyes sorrowful and full of something resembling regret. Emerald sat down next to Shadow and whispered softly to him.

"What is wrong?" The Prince sighed, closing his eyes slowly and holding them like that for the longest time before answering her.

"What will this war come to Emerald, I don't want to kill everyone, I want us to be able to rebuild, have something" Emerald gently wrapped her arms around Shadow, leaning her head on his shoulder, whispering to him.

"Shadow we both know what we fight for, and I tell you that as long as there is something here to fight for then we will be able to rebuild, you better than anyone should know that the true matter of a war is what will be left behind, and I know that you will leave something behind that will be better for everyone" Shadow sighed and gazed then upon his lover.

"Do you truly think this?" he asked quietly and Emerald nodded slowly.

"I would never lie to you Shadow" she replied kindly and the Prince placed a kiss gently upon her head, his eyes closing once more and whispering.

"Thank you Emerald, for standing by me and being my rock through this war, if not for you I do not know what I would have done these last years" Emerald smiled gratefully as she looked up at Shadow, a slight sparkle in her eyes.

"Is that the truth Shadow?"

"The whole truth, and nothing but the truth my dear" Emerald hugged Shadow tight then, whispering in his ear.

"I love you Shadow" Shadow opened his eyes and looked down at Emerald, a gentleness in his eyes that she had never seen before in them.

"I love you too" he whispered and leant down, placing a gentle kiss upon her cheek.

Shadow had kissed her before, but never before had Emerald felt that there was emotion behind it such as this, there was a gentle kindness, caring and tender, and love behind it. Emerald was stunned when she looked up at Shadow, who was looking dreamily off into the distance, through the open tent flap and into the sky.

Emerald leant her head against her Prince's chest and began to fall asleep, Shadow felt his love falling asleep against him. Shadow leant down and kissed her head gently before leaning back, letting her lay down as he did so.

When Shadow had Emerald back against the bed he pulled the blanket over her before leaving the tent. Walking out to the edge of Cloudsdale, looking down at the ground with a sigh. Shadow felt someone approach him and looked back to see Soarin walking toward him with a smile on his face.

"There's just no sneaking up on you, huh Shadow?" Soarin asked as he sat down next to his friend. Shadow smiled over at him and sighed, looking back down at the ground.

"You know Soarin, things have gotten really weird lately"

"You don't think I've noticed that? In Manehatten you were killing everybody and then you come out here and ask Rainbow Dash of all people to surrender, that was almost suicide man"

"Obviously it isn't that bad of suicide, I mean look I'm standing here right?"

"Shadow I hate to tell you but the only reason that Dash didn't rush over and kill you was because of Spitfire" Shadow sighed and nodded, muttering that his friend was right.

"Where are Spitfire and Dash anyway?" Shadow asked and Soarin looked back toward the camp.

"In there somewhere, I don't know what they're doing or anything but I'm assuming them don't want to be bothered" Shadow shrugged and replied.

"I never really planned on bothering them, it's just that I haven't seen either of them lately"

"Well they're up late most nights, I can hear them in my tent, and if you see one of them you'll be seeing the other too man, they're pretty much inseparable" Shadow nodded in agreement and Soarin sighed, looking up at the sky.

"You ever wonder what's going to happen to us when we die Shadow?"

"I don't really think that far ahead" The Prince replied looking sideways at his friend who nodded slowly and smiled at Shadow.

"Well, when I die I've always dreamt that I'll go to a place where I can just fly, for days on end, not needing rest or food, just the urge to fly, wouldn't it be great Shadow?"

"Well, for you, but you're Soarin, but I got to admit I think when I die that I want to go to a place where I could just live a normal life, far away from all of this, away from this war and all the death, a place where I could be happy and have foals and a wife" Soarin smiled at his friend and nodded slowly.

"I think we've all dreamt about going back to normal lives and having families, but I'm not too sure about how that'll happen after this, if it ever does happen." Shadow looked up at the sky and replied simply to his friend.

"It will, somehow."

Chapter 6

Smoke rose above the heads of the Pegasus and even farther into the sky as the two armies came into the sight of Dragon Mountain, the dragon had recently returned, and in his slumber he created quite the foreboding atmosphere for the battle, the armies were all weak, and tired, and hungry. Two years had passed since the Surrender at Cloudsdale, and both armies were exhausted by the constant skirmishing they had been enduring for the past years. On this day Rarity stood as General of the forces of the Solar Empire. The prissy unicorn had changed much since the war had begun, she had begun to become tougher, and less worried about anything that would have formerly bothered her, such as dirt or insects. Shadow still led his army, but left behind for this battle was Spitfire, who had decided to run away with Rainbow Dash, the two hadn't been seen since about a year ago, but Soarin still stood strong with his friend, now the captain of the Wonderbolts.

Shadow glanced over at his remaining General as they grew closer to the mountain, the last line of defense between them and Ponyville, and then Canterlot.

"Are you ready?" he inquired and Soarin nodded slowly, looking to the sky.

"Do you think we could pull of an air attack here, I mean there's not very much visibility" Shadow as well looked at the smoke that clouded the sky and nodded with a nervous sigh.

"Attempt the attack, if you can't get anything out of it come back and try to help us on the ground" Soarin nodded and then sighed.

"If Spitfire were here she would have just pitched in a really helpful idea" The Pegasus said, mourning of their departed friend.

"Either that or she would have just told us that this entire battle is pointless, that we should have just stopped back at Cloudsdale and called that the Republic, half and half" Soarin nodded and agreement and then commented.

"But Nightmare wouldn't hear of it, huh" Shadow nodded slowly and closed his eyes.

"Sometimes I wonder if even all of Equestria will be enough for her, or will we have to invade other places, other worlds, I'm not sure Soarin, I just know that there's not much left for us to give" Soarin looked back at the weary soldiers he commanded and added.

"Nothing but our lives it seems, we've given our freedom, our limbs, our blood, our sweat, our hope, our happiness, our love" Shadow, in agreement with his friend added.

"If anyone is going to lose his life, it shall be me Soarin, you still have something to live for."

"I do? What would that be, pray tell"

"You still need to find that special someone, have a family, be happy" Soarin smiled over at his friend and replied kindly.

"Shadow, you know that I've been happy all of my life, you're the one who has a girl and a place and a time, a reason, I'm just the general in a rebellion and the leader of a flight team"

"Every man has his place Soarin, yours is different than mine but without you what would this army have, an insane prince to lead them and a lot of dead, there would be no flight team to give us air support, and most of all I wouldn't have such a great friend"

"Why is it that it's when we go to war that you always give these kinds of talks, never when we're back in our camps just palling around, you always tell me how much you appreciate me when we're about to go into a fight that could end our lives in a matter of seconds"

"I want you to know what you mean to me if it comes to the point when I die Soarin, I don't want you to think that I didn't care when you bury me, you're my friend and I want to be buried your friend, so no matter what happens Soarin, always remember that you are my friend" Soarin smiled sadly at this friend and replied.

"I can't do that"

"What do you mean?"

"You aren't my friend, I can't let you fade into that place in my mind, if I do I don't know if I could remember you as long as I should, you aren't my friend Shadow, you are my brother" Shadow smiled and nodded.

"You're my brother Soarin" he replied, stating it as though they had been born at the same time in the same exact place, truest brothers, both knew that they had a bond that was thicker than blood though, they had been through truest trials, harsh defeats, glorious victories, and tragic endings to the stories of so many, they would always fight together, side by side, and would never let each other down. The pair nodded to each other and made their up the mountain, up to the place where the smoke billowed.

Shadow was surprised though, when the ambush began. Magic bolts struck the ground next to his hooves, making him jump back and return fire in kind, Shadow soon realized that he was surrounded by Celestia's forces on all sides except for where they had come from, the only option was to retreat. Shadow yelled for his forces to do just that but held his own ground as he fired bolts of magic at the enemy forces, anger set in his eyes.

Soarin ran forward and grabbed Shadow, dragging him swiftly back toward their line and out of the enemy fire, pulling him into a ditch and sitting there panting as Shadow stood and again began to return fire. Soarin watched his friend fire upon the enemies, hitting and wounding many as well as bringing about the death of many.

Shadow was shocked when he shot once and saw his magic fly by, nearly hitting a familiar cream colored mare, her soft pink mane seared by the magic. Callisto burst forth from the darkest parts of his mind when he saw Fluttershy, the woman he loved, his wife. Callisto ignored all danger as he jumped out of the ditch and ran toward Fluttershy, who looked at him with a surprised expression as he ran towards her. Magic flew around Callisto but he ignored it all, the only thing that mattered to him in that moment was that his wife stood so close to him, yet she was so far away from him.

Callisto felt a strong force hit him and then he went flying back, tumbling in a mess of hooves and wings down the hill he had just run up, Rarity stood next to Fluttershy, looking down at the injured prince with a look of pure hatred on her face. Magic coursed from her, a shadow all around Callisto as she held a boulder over the prince with her magic. Fluttershy sat there with a stunned expression as she watched Rarity about to kill her husband.

Callisto looked up at the large rock with a look of fear, it was clearly large enough to kill him, and if he moved Callisto was sure that Rarity would simply throw the boulder at him, which could still kill him. He gulped nervously and realized both of the armies had stopped fighting, simply staring at Callisto as they all began to realize the war could end right there. Callisto looked up at the two that stood above him and gave them a pleading look, Fluttershy looked down at Callisto with a look of sadness before whispering something to Rarity, who gave her friend an odd look before throwing the large rock to the side.

The boulder landed with a loud thud and the fighting once again began, Callisto got up and ran toward Fluttershy and Rarity but the pair turned and ran the other way. Callisto watched them quickly retreat and felt something hit him in the side, he looked down and saw that there was a hole in the side where the magic had hit him.

Callisto continued to stumble forward and then he felt himself being lifted off the ground. He looked up and saw Soarin above him, holding him up. Callisto smiled nervously and Soarin carried him back to the bottom of the hill before setting him down and flying back up to finish the battle.

Callisto sat there looking dejectedly at the ground, feeling pain welling up inside of him as he thought of Fluttershy standing and looking down at him with the hurt look in her eyes, what was she implying, had their child died, did Fluttershy blame Callisto if it was because their child had died?

Callisto slowly stood up out of the dust he was in, his side plate falling off with a heavy thud on the ground, Callisto looked at it and wondered how long he had been in his mind, when he was pushed back he couldn't keep track of time, it was like he was stuck in a loop, endlessly wandering the darkest parts of his mind, opening a door to find it leads to a path that was exactly the same as the last one. There was no escaping his mind, no way to push himself back into power of his body, but it seemed there were things that triggered Shadow, and things that triggered Callisto to reappear. Callisto himself believed Fluttershy was his trigger, Fluttershy and Princess Cadence.

As though she could read his thought Princess Cadence came from the undergrowth, looking around to see if any were following her, and approached Callisto, Callisto was stunned as she approached, it's like Callisto had just imagined her up out of his mind.

"Cadence, I am so so…" Callisto was cut off when Cadence pulled him into a hug and held him tight, tears streamed down her cheeks and Callisto hugged Cadence back, she whispered in his ear gently.

"All if forgiven Callisto, all is forgiven" Callisto looked up at Cadence with a look of sadness on his face.

"Why does Fluttershy hate me?" he asked quietly and Cadence shook her head slowly, stroking Callisto's mane.

"She doesn't hate you, she loves you more than you could ever know Callisto, it just hurts her, you have to understand"

"Understand what?" Callisto questioned but before Cadence had the time to answer she heard Callisto's forces coming back down the trail and fled just as quickly as she had come.

Callisto was left watching Cadence disappear into the trees and the plants, wondering what she had meant, why it hurt Fluttershy to see him.

Chapter 7

Callisto stood with his army outside of Ponyville, he knew what he had started, he had tried to negotiate, but in the end there was no going around it, there would be more fighting, there would be more death, no matter how badly Callisto didn't want it to happen he knew that more people were going to die. Callisto watched as Soarin looked back at their troops, assessing them. Soarin turned back to Callisto and told him simply.

"The troops are ready" Callisto looked down the hill they stood upon, the small town situated so peacefully…..and he was going to have to destroy it, for Nightmare Moon, for his mother who wanted to rule Equestria he would destroy the place he had lived, for the month that he and Fluttershy had been together he had lived there and it had been the happiest time of his life, but all good things had to die in the end, and it was Ponyville's time to end.

Callisto looked over at Soarin once more and asked with a hopeful tone.

"Is there still a chance for negotiation?" In response Soarin shook his head, his eyes cast down toward the ground. Both Soarin and Callisto knew that everyone except Rainbow Dash that they had faced before would be there now. Soarin himself was worried about what would happen, he knew Twilight Sparkle was an Alicorn now, and that meant she was just as powerful as Callisto, then there was Fluttershy who he knew Callisto would never think of hurting, there was Rarity who was a master strategist due to her love of perfection, and there was Applejack who was the strongest of them all, she now led the forces whom had followed Shining Armor before his death, and Callisto knew that Twilight was out for revenge due to the mistake he had made earlier in the war.

Callisto sighed and wished Rainbow was here, she would plead for mercy on him, after all he had spared almost every Pegasus that Rainbow had control of at Cloudsdale, but she and Spitfire were still missing, and everyone had to assume there would be no seeing the pair until the war was over.

Callisto looked at Soarin and nodded to him.

"Let it begin" he said silently and Soarin ordered the charge, the Earth Ponies charged down the hill quickly as Soarin took to the sky, flying high above the enemies as Callisto stood and let his army charge past him, running in with the last soldier.

Ponyville was prepared for the attack though, and as soon as Callisto's forces came within range there was magic hitting all of the front ponies, the others had to jump over the dead as they passed, gazing straight ahead. From above Callisto could heard the loud clash of armor on armor and wings, he hoped Soarin and the Wonderbolts were doing alright. Callisto looked back to the front and saw the line in front him, Celestia's forces were ready to be hit and were prepared to hit back hard.

Callisto's forces clashed with Celestia's and the fighting erupted, screams of agony and pain sounding throughout the entire town. Callisto himself threw his enemies to the side, not truly wanting to kill them but simply to take them out of the fight. Celestia's forces on the other hand had other plans, especially Applejack, who had managed to force her way through his line, she ran forward and hit Callisto with her powerful hind legs, sending the Prince flying. In midair Callisto spread his wings and hovered, Applejack looking up at him with a look of complete hate.

Callisto was distracted so badly that he would not have noticed what happened next if it had not hurt so terribly. Twilight Sparkle hit Calliso full on, her horn burying itself in his chest, he realized Applejack's kick had knocked the armor off of his chest.

"That's for my big brother" Twilight said as she held Callisto up, the hole that her horn created bleeding badly, Twilight looked Callisto straight in the eye and said to him.

"He cared about you, and you murdered him" she said with such an edge to her voice that Callisto was afraid that in itself would hurt him.

"Twilight, I didn't want to hurt him" Callisto whispered as the pain hit him so hard that he could barely breath.

"You killed him! You killed my big brother!" Twilight exclaimed loudly as Callisto began to fade, tears streamed down her cheeks and Twilight let go with her magic. Callisto fell fast toward the ground, pointed straight down he could feel the ground getting close even though his eyes were closed tight, he knew that when he hit the ground he was going to die. Callisto whispered as he fell, an apology that Twilight Sparkle would never hear. The Prince's mane touched the ground but he was pulled away from the ground by strong magic, even stronger than Twilight's. Callisto opened his eyes slowly and saw that Cadence was in the shadows, holding him up.

As soon as Callisto saw here Cadence pulled her into the shadows with a look of caring on her face, which quickly turned to terror when she saw the hole Twilight had left in his chest. Cadence began to try and heal Callisto as he blacked out.

High above the ground Soarin raged war with the other pegasi, but the battle was not going well, every time his forces would advance and cut through the line Celestia had his own forces would swiftly be cut down and he would watch as they fell toward the Earth below.

Nervously but with a look of complete confidence Soarin flew forward with a determined beat of his wings, flying toward Celestia's line of defense when suddenly he heard someone yell.

"Soarin! Stop!" The Pegasus looked over toward the familiar voice to find Spitfire hovering there, Rainbow Dash right next to her. Dash looked toward the forces she had formerly controlled and ordered them to stand down, and loyal to their former commander they did just that.

"Where were you two!" Soarin exclaimed loudly and Dash smiled.

"Well, this was getting to be a bit too much, so we split, but we heard what was going on here, so we decided we would come back and try to at least break up the fight up here" Soarin nodded and looked then toward the ground.

"Let's hope Callisto is having similar luck down there"

It was hours before Callisto woke up, and he was in his camp, in his tent with the darkness surrounding him. Emerald looked down at him with a concerned look.

"Are you alright?" she asked quietly and Callisto nodded slowly.

"Yeah, I think I'm alright" he said as he slowly sat up and got out of the bed. Emerald watched him do this, ready to spring forward and support or help him if he gave any signal that he needed it. Callisto didn't seem to need help though, as he walked with little to no difficulty around the tent, he looked back at Emerald and inquired.

"How long have I been out?" Emerald thought for a moment before replying to the wounded prince.

"It's been about five or six hours, Princess Cadence bought you back here and then left, it was all kind of odd but I didn't ask about it, I know you and how things work with you" Callisto raised a brow before realizing how much time she had spent with Shadow.

` "Alright, thanks, uh where is Soarin?"

"He's in the middle of camp with Rainbow Dash and Spitfire, he actually said to send you as soon as you woke up" without another word Callisto left the tent and walked toward the center of the camp.

When he entered the usually busy area there was no one around except for Soarin, Rainbow Dash, and Spitfire. All of them looked up at Callisto at nearly the same time and smiled.

"Welcome back to the land of the living" Callisto sat down across from Spitfire and Rainbow Dash.

"What are you guys doing here? You've been gone for a long time" the pair both nodded and replied.

"It was for a friend, she asked us to take care of something"

"Who was it for?"

"Fluttershy"

"And what was it that she had you take care of?" Rainbow and Spitfire nervously looked at each other and then back at Callisto.

"Maybe you should see for yourself" Rainbow looked then to one of the tents behind Callisto and called softly.

"Ember?" Callisto watched as a foal, a colt, came from the tent, nervously glancing at Callisto as he walked toward Spitfire and Rainbow Dash, sitting down between them.

"I don't understand" Callisto whispered, looking at the colt who's coat and mane resembled fire, his eyes red as a dying ember. Both Spitfire and Dash stood up and led Ember to Callisto.

"Callisto, this is your son" Callisto's eyes widened and then he looked down at Ember, who sat with a nervous look on his young face. A tear brimmed on Callisto's eye and he asked quietly.

"Is that the truth Dash?"

"It is, he's your son" upon hearing this Callisto picked up his son and held him tight, the colt wrapped his forehooves around his father and they both just held on tight, tears streaming down both of their cheeks. When they finished the hug Callisto looked his son up and down, running a hoof over his son's mane and whispering.

"Son….I can't believe it, it's really you" Ember nodded as he sniffled, tears still making their way down his cheeks. Callisto wiped his son's tears away gently and whispered.

"Son, I'm so sorry that I wasn't there when you were little, but you have to understand" Callisto was cut off by his son's voice, so small and gentle that it was nearly identical to Fluttershy's.

"I know Dad, the war took you away. I love you Dad" Ember said before leaning against his father. Callisto was stunned at this, his son, his child, Callisto had never given his son anything, yet his son still loved him. Callisto wrapped his arms around his son and whispered into his ear.

"I love you too son" he whispered as Ember drifted off to sleep in his father's arms.

Chapter 8

Callisto sat in his tent watching as his son slept, though it had been nearly a year since they had met Callisto was still amazed to wake up every day to see his son in his own part of the tent sleeping peacefully, Callisto couldn't believe that he had created something so beautiful and innocent, and every day he thanked Celestia for letting him live through his birth, as the child was clearly an Alicorn. Callisto walked next to his son's bed and sat down, simply admiring everything about his son, from the tip of his horn to the longest hair on his tail, what was it that made Callisto's son so interesting to him, perhaps it was the fact that Callisto had never thought he would see his son, or that the child reminded him of Fluttershy.

Callisto didn't really care what made him love his son though, he just cared to know that he loved him, that he loved him more than anyone else in this world and would die for his son, though there were many Callisto knew he would take death for he knew that it was his son he would do it for without hesitation.

Ember awoke slowly to find his father sitting there and whispered.

"Good morning dad" Callisto smiled and nodded.

"Good morning son" he replied and Ember sat up, rubbing his eyes slowly and asking in a low voice.

"Are we going flying today with Aunt Spitfire and Aunt Dash?" Callisto smiled lovingly at his son and shrugged.

"I'll ask them if they would like to go for a flight alright, but for now you need to get something to eat, can't have you flying on an empty stomach" Ember nodded in reply and Callisto walked out of the tent with his son, leading him toward the center where food was being served. Callisto found Rainbow Dash and Spitfire there and went to sit with them as Ember got food for himself.

Dash looked over at Ember as he got his food, holding the bowl with his developing magic as the cook put food into it, Ember smiled and politely thanked him before walking towards his father.

Dash looked over at Spitfire and announced

"As soon as this war is over we're adopting a baby" Spitfire raised a brow at this sudden announcement and smirked.

"Oh? And what makes you so sure that I'll be okay with this?" Dash gave Spitfire big begging eyes and said in a cute voice.

"Because you love me" Spitfire rolled her eyes and kissed Dash on the cheek.

"You always get me with that one" Ember sat down next to his father and Callisto smiled at the two across from him.

"Ember was wondering if you all wanted to go flying today" the couple both grinned and replied with smiles.

"We would love to fly with you guys, let us just finish up eating and we'll meet you guys alright?" Callisto nodded and leant back as he watched his son eat, excited to get into the air with his "aunts".

Ember sat the bowl down when he was finished and smiled up at his father.

"Can we go flying now Dad?" Callisto got a thoughtful look then smiled down at his son, who had food on his face.

"Clean yourself up and get your goggles from the tent and then we'll go" Ember gave an excited smile before running back toward the tent he shared with his father.

Callisto looked back at Rainbow Dash and Spitfire, who had gone back to looking lovingly into each other's eyes.

"Hey you two lovebirds, we need to take Ember on a flight" They both laughed and stuck their tongues out at Callisto, mimicking each other perfectly.

"Callisto, you need to chill alright, let us enjoy ourselves" Spitfire said and Dash smiled.

"Besides I'm just looking at my fiancé, when did that become a crime?" Callisto rolled his eyes and shook his head.

"Well whatever, we just need to stay focused while we have Ember in the air, his wings aren't developed yet and-" Callisto was cut off by Rainbow Dash doing an impersonation of an operator of some sort.

"Air Wonderbolt we have a problem, over protective father inbound" Callisto glared at Dash and she giggled nervously.

"Sorry" Dash whispered and Soarin walked over with his flight goggles perched on his head, Ember was sitting on his back with a smile on his face.

"Look who I picked up" Soarin commented and smiled back at Ember. Who smiled back at Soarin.

"Thanks for the ride Uncle Soarin" Ember replied with a smile before hopping off of Soarin's back and landing next to his father with a smile on his face. "Thanks for carrying him Soarin" Callisto said and Soarin laughed, sitting down between the two groups.

"Well, I always giving the little guy a ride, considering he still needs you and Dash to help him fly" Ember gave Soarin an angry look and Soarin smiled nervously.

"Sorry buddy, but it's true, you're still learning how to fly" Ember sighed and looked down at the ground. Callisto patted his son on the back and smiled.

"Don't worry buddy, I was late learning how to fly too" Ember sighed and nodded slowly.

"Alright dad, I believe you, Uncle Soarin do you want to go flying with us?" Soarin smiled at his "nephew" and replied

"I would love to go flying with you guys, I haven't been out for a while" Soarin smiled and got up. "Let's go little man" he said and Ember and Soarin walked off toward the field, Spitfire, Dash and Callisto all followed him with smiles on their faces.

When they reached their flight field they all took off into the sky with smiles on their faces, Ember sticking close to Dash and Spitfire in case that he falls.

Callisto smiled and drifted over close to Soarin and Soarin asked with a smile.

"So Callisto, how is the conquest going?" Callisto smiled at him and replied.

"We're almost done, Canterlot is being surrounded as we speak, and before the year is over we're going to have Canterlot, the war will be over and we can all start rebuilding our lives" Soarin looked around with a smile on his face, at the empty plains and the peace of his friends with him and his brother and his nephew.

"You know Callisto, I really enjoy the time that I have with you guys, I don't know if I want to change this life, it's so peaceful with nothing that really needs changing, it's your and I and Dash and Ember, we all live happily and peacefully, why don't we just keep it like this after the war, why don't we all just build a big house and live in it all together, we all be happy and peaceful in that house, a big happy family."

Callisto smiled over at Soarin with a brow raised.

"You really think that's going to be possible after all of this?"

"Well, maybe not exactly the way I imagine it, but why not, it's been like this for years, and we've been fine haven't we? What's the point of changing our lives so much after all of this time, sure this is war but we can make it pretty peaceful, and after this I'm sure we can just have a peaceful life, right?" Callisto shook his head slowly with a sigh.

"I hope so Soarin, for Ember's sake I really do hope so, I don't want him to live in the kind of world most of us are living in, famine and plague and violence and evil all around us, I want Ember to have a peaceful life full of happiness and love, you have no idea how happy I would be for that to be the kind of life that Ember lives"

"You know Callisto, as long as we win this war and make it the way that we've set out to make this life to be think about it, we can make this world safe for people like you and Ember, with the both of you being the exact same if this war isn't resolved we both know that Celestia will kill you and Ember, so really, I guess the only way is that we win this war" Callisto sighed and looked forward at his son, who was still between his aunts.

"You know Soarin, the sooner we end this war the better, no one else needs to die right now, there's been so much pain throughout these years and blood spilt on clean ground, so much sorrow, it all just needs to end" Soarin nodded in agreement and leaned his head back.

"Then it's a good thing that we've already surrounded the royal palace, think about it all we have to do is order the final charge"

"But that'll cause even more death, to all of us"

"Callisto, you know better than any of us that good things come at a price, sure more blood is going to be spilt today, but after that the war is over, we have a life to live, you have your son, you and Fluttershy can be together again, it'll all be so much better" Callisto nodded and looked again at his son, thinking of the future that he would make for him with the final order, the last charge that would end the war.

Chapter 9

As Callisto laid Ember down to bed one dark winter's night after his forces had surrounded Canterlot Luna approached him, her head held high and a small anger in her eyes. She approached Callisto and put a hoof in his chest.

"You need to revert to Shadow. Right now" Callisto looked up at his mother with shock in his eyes, pushing her hoof away and responding in kind.

"I do not need to do anything, the war is nearly over, this horrible mess that I created is almost over, and I can't wait until I can finally just find my wife again and try to make things better, I don't want this war anymore" Callisto confessed and Luna's anger flared.

"You don't want this war, and yet you were the one who gave the orders to begin the war, ordered all of the battles that have killed hundreds upon thousands of our kind, what say you to that?" Luna inquired and Callisto looked down at the dirt, pawing at it nervously.

"I say that it wasn't I who started this war, but the Shadow inside of my mind, I didn't want anyone to die, nor did I want all of this, I just want to have my family together, something you've obviously lost sight of"

"My family is together, you, your father, and I, we are all together in this camp, in this rebellion" Callisto's brow arched and he replied to this in a questioning tone.

"And of my wife? Your daughter? And my son? You don't seem to care for him, do you?" Luna was struck by these words that he son spoke so boldly to her, she stuttered a bit, trying to form the words she was going to say before answering Callisto's questions.

"Fluttershy chose her side the day that she didn't come with us and join our cause, she is no longer a daughter of mine, and of your son, as far as I am concerned he is a traitor in blood and is not welcome into my family" Callisto took a step forward, placing him mere inches away from his mother, Callisto growled.

"He is my son, whether you like it or no, and Fluttershy is my wife, after this war is over we are going to have a normal life, whether you wish to be a part of it or not is your choice, but here in the home I have made now, you do not insult my son or my love, you may leave now" Luna was dumbfounded that her son had spoken to her in this tone, but she could hear the promise in his words, the underlying threat with every word he spoke to her.

The Princess nodded slowly before turning and walking out of the tent, Callisto sighed and glanced over at his son, sitting down next to him and looking at him, deep in thought.

If this war were to end would Fluttershy ever forgive him for his actions, would she ever be able to remember the times they had shared together before the war instead of only thinking of him as the brutal leader of a rebellion of merciless slaughter.

Callisto sighed, putting his head against the edge of his son's cot, his eyes looking dejectedly to the dirt, the Prince was feeling low, about as low as someone could feel, and he felt like he needed help, he didn't know how he would ever make it to the end of this war, however long it may be when that happens.

Callisto pawed at the dirt with his hoof and he began to feel old thoughts rising inside of him, old memories, times he had shared with Celestia while working under her watchful eyes in the castle, when Cadence and he had played together when he was just a colt, of all of his friends that he had betrayed with this war, his friends he had fought against, the ones he had murdered in cold blood for the sake of a pointless rebellion.

The last thought made Callisto think, was this rebellion really pointless, it would bring freedom that had not been known in the Solar Empire, if he was victorious than he would never have to live in fear of the sword again, he would be safe and free of all those who wished harm to him.

At what cost though, the death of thousands, those he had known and cared for, years had passed since the days when they had all sat and spoken, the days when they had not met on the field of battle and there was not even a thought of war in the world, but it all changed when he himself, or the Shadow inside of him, had made the call that the war was to begin.

Callisto stood, knowing now that those days were over and would probably never be back, the thought of those days gave him strength, knowing his friends had cared about him then, even if they didn't care about him now.

Callisto walked out of his tent so he could leave his son to sleep, walked out of the camp and sat down where there was no light and no noise, gazing up at the dark night's sky with the thought of what would come next in his mind, but this was promptly interrupted when a familiar princess came from the brush to Callisto's right.

Cadence sat down next to Callisto tiredly, her eyes drooping as she did so.

"Hey" Callisto said simply and Cadence looked over at him, a tired smile on her face when she replied.

"I come all the way from Canterlot using magic and all you can say is hey?" Callisto smiled over at her.

"Hey, how are you?" Cadence rolled her eyes and reported.

"Things aren't going well in Canterlot, they're running low on food, but they have assistance coming, I don't know if your army will be able to hold the town, they could be pushed into the far east by this push"

"Or they could have just left themselves open for an all out attack on Canterlot to end the war"

"It all depends on who is commanding I suppose, to me it just seems like a big game of chicken, see who blinks first"

"This entire was has been a big game of chicken Cadence, it's just a matter of knowing what the other has to lose" Cadence nodded slowly and told Callisto.

"Celestia doesn't have much to lose"

"I have my friends and my son"

"What about Fluttershy?" Callisto looked to Cadence and took a deep breath, letting it out in a sigh before responding to Cadence.

"You know, I still believe I have a chance to win her back…..I just don't know if she'll be able to forgive me for all the things I've done over these years, what if all she sees of me is a monster?" Cadence reached out and put a hoof on Callisto's gently.

"Callisto you have to believe me when I tell you this, Fluttershy still loves you, she just doesn't want to be hurt again, she wants to make sure the war is over, we all just want you safe. We want you and your wife and your son to be a family again when this is over"

"When you say "we" who are you referring to?" Cadence smiled gently at Callisto and replied.

"Princess Celestia of course"

"Why does Celestia want me to be happy, I've conquered almost all of her kingdom, slaughter thousands of her subjects due to my actions and destroyed her home, why would she still want me to even begin to have a chance at happiness?"

"Because Callisto, no matter what you still have some of her blood in your veins, you are her nephew, and you are a great person with an amazing mind, something she finds great, Callisto you think that you are such a bad person, but what is in here shows what kind of person you really are" Cadence said putting her hoof against Callisto's chest.

"In your heart, you are the greatest person on this Earth, when Shadow does not have control of your mind and body you care for everyone, you don't want to cause harm to a single soul, everyone on this world has meaning to you, and that makes you the greatest leader I have ever known"

"A great leader who can't bring an end to the war that he started, after everything that has happened that's really what it boils down to, I can't order that final push, I'm afraid of what will happen"

"You're afraid Celestia and your friends will be killed in the fighting" Callisto nodded slowly and Cadence sighed, putting a hoof on Callisto's shoulder and saying in a reassuring way.

"Callisto, when you order the final push your friends will know that this is the time to leave, they are smart ponies and they will know a lost cause when they see one, and when they see their forces preparing to defend against your final attack they will know all is lost and abandon, we will find them after all is done and you can do what you have to do"

"All I need to do is find Fluttershy and make things alright between us again, I already have Dash on my side, and the Apple Family, Applejack will be easy to convince of our cause then, Twilight is the only one that I know will remain loyal to Celestia until the end"

"Twilight is stubborn, and still angry over her brother's death, but I can make her see the truth, that it wasn't any of us or your army that killed him, that it was Shadow who delivered the final blow, and I will explain that Shadow is gone now, that you have overcome him, for now at least" Callisto nodded slowly and Cadence got up, walking back into the forest with not a word more.

Callisto sighed and looked back up at the sky, trying to remember the days when he and Cadence had spent sitting under the light of the moon and talking about constellations and the moon and things that made them happy. Not about war and pain and all of the things Callisto lived. Callisto wished for these days back, but knew that these days might never return, at least not until he ended this.

Chapter 10

"Dad, I'm cold" Ember whispered to his father as he shivered violently, his body racked by the cold. Callisto took of his coat and wrapped it around his son gently, leaving himself vulnerable to the snow and the cold of Stalliongrad. Months ago Celestia's forces had countered Callisto at Canterlot and drove himself and his troops far to the east of Equestria in the bleak cold. Callisto was now besieged there as winter was in full rage, food was hard to come by, and the cold harmed more soldiers than the occasional skirmish that broke out in the streets. Callisto cared about his troops, his first priority with food and warmth being his son, but he put his soldiers in front of his own needs, that is why the Prince now stood, weak with hunger and with no coat to shield him from the cold.

Ember leant against Callisto, trying still to keep his father warm, Callisto gave a loving smile to his son and whispered.

"I'll be fine son, find Spitfire or Rainbow Dash, find a fire, keep yourself warm alright?"

"But what about you Dad?" Ember questioned his father with his eyes looking up into his father's face.

"I'm going to check on our friends near the edge of the city" Callisto leant down and kissed his son on the head before whispering.

"I love you son" Ember looked up at his father and replied with a low voice, he sounded even younger than he was when he whispered feebly.

"I love you too Dad" Callisto walked away then, as the snow and wind blew through his mane, chilling him, Ember turned and galloped off to find Spitfire and Rainbow Dash.

As Callisto approached the edges of the town he spotted Soarin and what remained of his squad of Pegasi sleeping, or at least trying to.

The rest of the squad seemed to be sound asleep but Soarin himself was crying out quietly in his sleep, his eyes squeezing shut tight and relaxing every few minutes. Callisto stepped forward and shook Soaring gently, the Pegasus commander opened his eyes slowly and rolled over.

"Oh, hey Callisto" he drowsily said and smiled tiredly.

"Soarin, what's wrong, you haven't had nightmares all these years" Soarin looked up at his friend and then back at the stone beneath them, he whispered.

"It's all coming to an end Callisto, endgame, endgame is coming and it's coming fast, I don't have a mare, I don't have a family, I just want to live through to see that" Callisto sighed and sat next to his friend, smiling over at him nervously.

"Well, I want to be able to see my wife again, but I'm not thinking that it's going to happen"

"What do you mean Callisto? You haven't come close to dying in this war" Callisto sighed and nodded, glancing over at his friend.

"But if my plan comes together, and Celestia has her justice, then I'll soon be facing my death" Soarin raised a confused brow before realization stuck him. Soarin punched Callisto square in the jaw and the Prince went back on his side, holding his jaw, Soaring stood over him and yelled.

"No, no you aren't going to do that, you have a son Callisto, it's not just you that you have to worry about, think about your son who loves you with everything he's got, think about your wife who has watched you become what you are these last years and still wants to stand with you when all of this is over. You are not going to surrender to her and let her kill you, not after all this time, and not after everything that's happened" Soarin put his face right close to Callisto's and growled low.

"Do you understand me?" Soarin asked menacingly and Callisto nodded slowly. Soarin held out his hoof and helped Callisto up.

"Now I would suggest heading East, heard they were having some troubles over there, you might want to check it out" Callisto nodded and flew out of the burnt out building his friends had been resting in, flying to the East.

When Callisto landed he found this guard crew in bad shape, most of them wounded heavily, some of them looked as though they hadn't eaten in weeks. Callisto walked over to the guard leader who weakly stood and began to salute Callisto, but Callisto waved it off.

"What's wrong here soldier?" Callisto asked the stallion who sighed and looked over his shoulder, down the road before looking back at Callisto.

"Sir, we've been bombarded by enemy forces over the last few days, constantly, we've gotten no reinforcements, I don't think we can hold off another wave"

As though Callisto's enemies had heard this confession of weakness by one of his soldiers a band of Celestia's forces came around the corner, Callisto yelled loudly, with his Canterlot genes, he knew it could be heard.

"Soarin!" Callisto exclaimed before diving down forward at his enemies, straight into the fight, minutes later he was joined by Soarin and his Wonderbolts. Callisto fought back his enemies with his friends and when Celestia's forces had retreated the exhausted prince glanced over at his friend and said through panting breath.

"I think I'm getting too old for this, eh Soarin?" Soarin rolled his eyes at his friend and punched him in the arm. Callisto sighed and walked forward to one of Celestia's dead soldiers, a thought suddenly striking him, a forgotten detail he had been told at the beginning of the siege.

"Soarin, who is the leader of Celestia's forces here?"

"Well, it's split between Fluttershy and Rarity at the moment, why?" Callisto smiled tiredly and replied as nonchalantly as he could.

"I think it's about time I see my wife again" Nearly ten minutes later Callisto was all suited up in armor from the Solar army, Soarin even helped him look injured by smearing blood on his flank to mask his cutie mark and some other things that would easily identify him, the chest plate of the armor covered the scars Callisto had received from horns being rammed through his own armor. Callisto smiled at Soaring who patted him on the back.

"Go find your wife, let her know you're still you" Callisto smiled nervously and nodded, sneaking off toward Celestia's forces outside of Stalliongrad.

Callisto limped close to Celestia's camp just before dawn, the rays of the early sunlight blazing down on the Prince's armor, showing clearly the blood on is flank and everywhere else, some of it from the wounds he created and some that had actually been inflicted upon him in the last few days.

Callisto faked a collapse mere yards from the camp, a few of the soldiers rushed out and looked him over, saw the wounds and helped him up, carrying Callisto to the medical tent quickly.

Callisto continued to pretend his unconsciousness, somehow he had become a good actor over the course of the war, because everyone seemed to buy that Callisto was actually unconscious. Callisto slowly heard all of Celestia's forces leave and then he felt a gentle hoof on his head, and a voice that sounded like it belonged to an angel serenaded him, a voice he had missed so much.

"Poor dear, you look like you haven't slept well in years" Fluttershy whispered gently, the truth was Callisto and Shadow both hadn't slept a good night since the battle of Fillydelphia. Fluttershy slowly undid what held the helmet in place and pulled it off slowly, examining Callisto's face for any wounds, at this point Callisto was extremely tempted to just open his eyes and look at his wife once more, but he resisted.

Callisto let Fluttershy then take the armor off his body, revealing all of the scars on his chest to his wife, Callisto sighed and then he felt Fluttershy begin to clean his coat, wiping the blood off of his coat as well as the dirt, the true color of his fur shining, and when Fluttershy reached his flank he knew it was now or never, he began to stir and whispered in a feeble, hurt voice.

"Where am I?" he asked as his eyes slowly opened, Fluttershy stood there with a worried look and whispered back to her husband.

"You're in the medical tent in the war camp, you're safe, you collapsed a few feet outside" Callisto groaned quietly and sat up, holding his hood against his head.

"I just, it's all hard to remember" Fluttershy walked over to the front and looked Callisto in the eyes.

"You're alright now, you'll be fine I swear" Callisto looked her in the eyes and whispered.

"Now that I'm here with you Shy I know that I'll be alright" Fluttershy's eyes widened as she gazed into Callisto's eyes, tears slowly welling up in hers. Callisto got off of the table and put his front legs around Fluttershy, holding her close as she buried her face into his chest, crying softly.

"It's alright, it's alright" Callisto said gently caressing his wife's back. Fluttershy looked up at Callisto and whispered.

"I thought you were dead, after everything that happened since we last met, I thought you were dead" Fluttershy sobbed and Callisto leant forward to kiss her.

"I'm here Shy, I'm here for you"

"I love you Callisto" Fluttershy whispered and Callisto whispered.

"I love you too Fluttershy" he whispered in return. Fluttershy smiled up at him and then Callisto saw her eyes widen, and felt the pain in his own chest. Callisto looked down and saw there was a hole in the right of Fluttershy's chest, the left of his. Callisto looked up and saw a unicorn standing there with his horn aimed right at Callisto. Callisto used his magic to push the unicorn back before looking back to Fluttershy, who was taking quick, shallow breaths.

"No" Callisto whispered, and then louder.

"No! No! Please Shy no" Fluttershy looked up at Callisto with fear in her eyes, and sadness, tears began to streak their way down Fluttershy's cheeks.

"I never got to see Ember again" she whispered.

"Hang on!" Callisto exclaimed to Fluttershy, not wanting her to give up, not after everything that had happened.

"It's too late Callisto" she whispered slowly, her eyes beginning to droop.

"No, no no" Fluttershy gently bought a hoof to her husband's lips and whispered.

"Don't be sad, I love you Callisto, you and Ember, I love you both so much I….." Fluttershy made a small noise then, like she had no more air to use, and her eyes dimmed as she left the world.

Callisto started with heartbreaking reality at his wife, the mare that he loved had just died in his arms. Callisto felt anger and sadness welling up inside of him and he let out a tormented scream.

"No!" he screamed, his power releasing from inside, the magic inside vaporizing Celestia's camp, and every pony inside in the process. Callisto was left alone with his wife as snow fell gently on them, sobbing into her coat, whispering, begging her to come back, begging her to not leave him alone, but it was in vain.

The Prince again felt himself succumb to the darkness, but a deeper darkness than before, Callisto didn't want to escape this darkness, didn't want to face the world, he shut himself off in his mind, let Shadow forward, retreated in defeat. In his own mind, Callisto was dead.


End file.
